Healthier Choices Management Corp. (HCMC): debt financing — HCWC subsidiary issues $1.889M notes and bridge warrants to institutional investors

Healthier Choices Management Corp.

Unsecured promissory notes of $1.889M aggregate principal at 10% OID, 10% annual interest, due at IPO or Jan 18, 2025.
Bridge warrants issued with $0.01/share exercise price, exercisable after IPO registration effective, subject to 9.99% beneficial ownership limit.
Warrant shares = face value of bridge note divided by $10; number adjusts if IPO price below $10 per share.
Amendment extends deadline for HCWC spin-off; investors obligated to buy ~$11M Series A Convertible Preferred Stock.
Proceeds from the securities sale are for general working capital purposes.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

Healthier Choices Management Corp. incurred debt of $1.889 million with institutional investors at 10% per annum maturing the earlier of (1) at the closing of the IPO, (2) January 18, 2025 or (3) the time at which the balance is due and payable upon an event of default.

Principal: $1.889 million
Counterparty: institutional investors
Rate: 10% per annum
Maturity: the earlier of (1) at the closing of the IPO, (2) January 18, 2025 or (3) the time at which the balance is due and payable upon an event of default
Event: incurrence

Exact text from the filing

(the “SPA”) with institutional investors (the “Purchasers”) pursuant to which HCWC agreed to issue (1) unsecured promissory notes with an aggregate principal amount of $1.889 million (the “Notes”) and (2) shares of HCWC Class A common stock (the “Bridge Shares” and together with the Notes, the “Securities”) in an aggregate amount equal to $1.889 million

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Healthier Choices Management Corp. entered into Securities Purchase Agreement with institutional investors valued at $1.889 million (effective 2024-01-18).

Action: entry
Agreement: equity purchase
Counterparty: institutional investors
Value: $1.889 million
Effective: 2024-01-18

Exact text from the filing

Healthy Choice Wellness Corp. (“HCWC”), a subsidiary of the Issuer, entered into a Securities Purchase Agreement (the “SPA”) with institutional investors (the “Purchasers”) pursuant to which HCWC agreed to issue (1) unsecured promissory notes with an aggregate principal amount of $1.889 million

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Healthier Choices Management Corp. amended Securities Purchase Agreement with Purchasers (effective 2024-04-08).

Action: amendment
Agreement: equity purchase
Counterparty: Purchasers
Effective: 2024-04-08

Exact text from the filing

On April 8, 2024, HCWC and the Purchasers entered into the Amendment in order to issue the Bridge Warrants in lieu of the Bridge Shares

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299 debt financings filed in the last 30 days. Browse all debt financings →

Healthier Choices Management Corp. filing history →

Source: SEC EDGAR

accession 0001493152-24-014312

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