Collective Audience, Inc.: M&A transaction — Collective Audience loses control to Abri after debt-for-equity conversions, Abri now owns 92.38% of common stock

Collective Audience, Inc.

Abri converted $648k debt into 102M shares on Feb 11, gaining 83.85% control; further conversions raised stake to 92.38%.
Additional exchanges: $1M debt for 39.35M common shares; $2.63M debt for 21,033 Series A Preferred; CEO Bordes exchanged $300k for 7,978 Series A Preferred.
Series A Preferred created with 18% cumulative dividends, 10 votes/share, 10x liquidation preference, and veto over major corporate actions.
Abri now owns 92.38% of common stock; company must seek Abri consent for borrowing over $50k, mergers, stock issuance, and more.

item 1.01 item 3.02 item 5.01 item 5.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Collective Audience, Inc. underwent a change of control involving Abri Ventures I, LLC (closed 2025-02-11).

Action: change of control
Counterparty: Abri Ventures I, LLC
Closing: 2025-02-11

Exact text from the filing

immediately after the issuance of the Conversion 1 Shares, Abri owned 83.85% of the Company’s outstanding Common Stock, resulting in a change in control of the Company.

View on SEC.gov

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Source: SEC EDGAR

accession 0001683168-25-001986

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