Velo3D, Inc. (VELO): debt financing — Velo3D restructures debt; pays $15M, issues $57.5M notes & 10M shares; withdraws guidance, going concern

Velo3D, Inc.

Exchanged $57.5M of Prior Notes for new 6% Exchange Notes due Aug 2026 and 10M shares of common stock; paid $15M cash to repay $12.5M principal plus interest.
New notes require minimum $35M unrestricted cash and a monthly cash burn covenant; quarterly mandatory redemptions of $8.75M principal at 120% price starting Jan 2024.
Withdrew Q4 and FY2023 revenue and gross margin guidance citing continued booking delays and uncertainty from noteholder negotiations.
Company confirms exchange does not resolve substantial doubt about going concern; expects to need additional near-term financing to fund operations.
Officers and directors agreed to vote their shares to approve the issuance of shares underlying the Exchange Notes via Voting Agreements.

item 1.01 item 2.03 item 3.02 item 7.01 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

Velo3D, Inc. incurred senior notes of $57.5 million aggregate principal amount of new senior secured notes with High Trail Investments ON LLC and an affiliated institutional investor.

Instrument: senior notes
Principal: $57.5 million aggregate principal amount of new senior secured notes
Counterparty: High Trail Investments ON LLC and an affiliated institutional investor
Event: incurrence

Exact text from the filing

the remaining Prior Notes will be exchanged for (A) $57.5 million aggregate principal amount of new senior secured notes (the “Exchange Notes”)

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

Velo3D, Inc. entered into Securities Exchange Agreement with High Trail Investments ON LLC and an affiliated institutional investor (effective 2023-11-27).

Action: entry
Agreement: notes offering
Counterparty: High Trail Investments ON LLC and an affiliated institutional investor
Effective: 2023-11-27

Exact text from the filing

On November 27, 2023, the Company entered into a Securities Exchange Agreement (the “Exchange Agreement”) with the Purchasers

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

Velo3D, Inc. amended Purchase Agreement Amendment with High Trail Investments ON LLC and an affiliated institutional investor.

Action: amendment
Agreement: notes offering
Counterparty: High Trail Investments ON LLC and an affiliated institutional investor

Exact text from the filing

(the “Company”) issued and sold $70 million aggregate principal amount of senior secured convertible notes (the “Prior Notes”), convertible into shares of the Company’s common stock, par value $0.00001 per share (“Common Stock”), to High Trail Investments ON LLC and an affiliated institutional investor (the “Purchasers”) pursuant to a Securities Purchase Agreement, dated August 10, 2023 (the “Purchase Agreement”), by and among the Company and the Purchasers.

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

Velo3D, Inc. filing history →

Source: SEC EDGAR

accession 0001825079-23-000048

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