Banzai International, Inc. (BNZI): debt financing — Banzai International issues $2M convertible note to YA II PN; receives $890K initially

Banzai International, Inc.

Convertible promissory note of $2M principal; $890K received after 10% discount and fees.
Remaining $900K (net of 10% discount) due upon effectiveness of S-1 registration (File 333-290241).
Note matures March 16, 2026; interest at 6% (18% on default), conversion price $2.50/share.
Monthly installments of $500K principal plus 4% premium and interest starting 30 days from issuance.
Company may redeem at its option if VWAP below conversion price, with 10 trading days' notice.

item 1.01 item 2.03 item 3.02 item 9.01

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

Banzai International, Inc. incurred convertible notes of $2,000,000 with YA II PN, LTD. at 6% maturing March 16, 2026.

Instrument: convertible notes
Principal: $2,000,000
Counterparty: YA II PN, LTD.
Rate: 6%
Maturity: March 16, 2026
Event: incurrence

Exact text from the filing

On September 16, 2025, Banzai International, Inc. (“ Banzai ” or the “ Company ”) entered into a Convertible Promissory Note (the “ Note ”) with YA II PN, LTD., a Cayman Islands exempt limited company (the “ Investor ”) in principal amount of $2,000,000

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

Banzai International, Inc. issued convertible note to YA II PN, LTD. for principal amount of $2,000,000.

Security: convertible note
Purchaser: YA II PN, LTD.
Consideration: principal amount of $2,000,000

Exact text from the filing

On September 16, 2025, Banzai International, Inc. (“ Banzai ” or the “ Company ”) entered into a Convertible Promissory Note (the “ Note ”) with YA II PN, LTD., a Cayman Islands exempt limited company (the “ Investor ”) in principal amount of $2,000,000 (the “ Original Principal Amount ”) to the Company, to be used as an advance under the outstanding Standby Equity Purchase Agreement entered into on December 14, 2023 by the Company and the Investor (the “ SEPA ”).

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

Banzai International, Inc. filing history →

Source: SEC EDGAR

accession 0001493152-25-013900

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