Red Cat amends sale of consumer drone business; $20M consideration: $1M cash, $2M note, $17M stock

Red Cat Holdings, Inc.

Consideration revised to $20M: $1M cash from IPO proceeds, $2M 8% promissory note, $17M in Unusual common stock at IPO price.
Minimum IPO proceeds for Unusual reduced from $10M to $5M; outside closing date extended to May 31, 2024.
$2M promissory note bears 8% interest, due 18 months from issue; convertible at 10% discount to VWAP, subject to 4.99% ownership limit.
Dr. Allan Evans named as new CEO of Unusual; employment agreement referenced in amendment.

Key facts

Extracted from this filing and checked against the source text.

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

Red Cat Holdings, Inc. amended Stock Purchase Agreement with Unusual Machines, Inc. and Jeffrey Thompson valued at $20 million (effective 2023-12-11).

Action: amendment
Agreement: asset purchase
Counterparty: Unusual Machines, Inc. and Jeffrey Thompson
Value: $20 million
Effective: 2023-12-11

Exact text from the filing

On December 11, 2023, Red Cat Holdings, Inc., a Nevada corporation (the “ Company ”), Unusual Machines, Inc., a Puerto Rico corporation (“ Unusual ”) and Jeffrey Thompson, the founder and Chief Executive Officer of the Company (the “ Principal Stockholder ”), entered into Amendment No. 4 to the Stock Purchase Agreement (the “ SPA ”) for the purchase and sale of the Company’s consumer business

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Red Cat Holdings, Inc. filing history →

Source: SEC EDGAR

accession 0001554795-23-000371

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