8-K
filed September 23, 2025, 7:59 PM ET
ticker BINI
CIK 0001499961
other material
confidence high
sentiment negative
materiality 0.90
BOLLINGER INNOVATIONS, INC. (BINI): debt financing — Bollinger Innovations raises $4.1M via convertible notes with 15% interest; effects 1-for-250 reverse split
BOLLINGER INNOVATIONS, INC.
- Entered securities purchase agreement for $4.1M convertible notes with 15% interest, 5% OID, 4-month maturity; includes 5-year warrants.
- Notes convertible at lower of fixed price or 95% of VWAP; anti-dilution adjustments; stockholder approval required if conversion exceeds 19.9% of outstanding.
- Company agrees to no other equity sales during 90-day restricted period after effectiveness or stockholder approval.
- Reverse stock split 1-for-250 effective Sept. 22, 2025, reducing outstanding shares from ~126M to ~506k; seeks Nasdaq $1 bid compliance.
- Company commits no further reverse split for three years; registration rights agreement requires filing within 10 days or penalties apply.
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
BOLLINGER INNOVATIONS, INC. incurred convertible notes of approximately $1.6 million at 15% per annum maturing four months from the date of issuance.
- Instrument
- convertible notes
- Principal
- approximately $1.6 million
- Rate
- 15% per annum
- Maturity
- four months from the date of issuance
- Event
- incurrence
Exact text from the filing
The outstanding principal and accrued but unpaid interest on the Note in the principal amount of approximately $1.6 million dated September 4, 2025
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
BOLLINGER INNOVATIONS, INC. incurred convertible notes of approximately $368 thousand at 15% per annum maturing four months from the date of issuance.
- Instrument
- convertible notes
- Principal
- approximately $368 thousand
- Rate
- 15% per annum
- Maturity
- four months from the date of issuance
- Event
- incurrence
Exact text from the filing
The outstanding principal and accrued but unpaid interest on the Note in the principal amount of approximately $368 thousand dated August 27, 2025
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
BOLLINGER INNOVATIONS, INC. incurred convertible notes of approximately $2.1 million at 15% per annum maturing four months from the date of issuance.
- Instrument
- convertible notes
- Principal
- approximately $2.1 million
- Rate
- 15% per annum
- Maturity
- four months from the date of issuance
- Event
- incurrence
Exact text from the filing
The outstanding principal and accrued but unpaid interest on the Note in the principal amount of approximately $2.1 million dated September 18, 2025
View on SEC.gov
Equity Issuances
SEC 8-K Item 3.02/3.03
confidence 0.9
BOLLINGER INNOVATIONS, INC. issued convertible note to an investor for aggregate principal amount of approximately $4.1 million.
- Security
- convertible note
- Purchaser
- an investor
- Consideration
- aggregate principal amount of approximately $4.1 million
Exact text from the filing
the investor agreed to purchase upon execution an aggregate principal amount of approximately $4.1 million (of which approximately $368 thousand was effectively purchased on August 27, 2025 and approximately $1.6 million was effectively purchased on September 4, 2025) of 5% Original Issue Discount Secured Notes (each, a " Note " and collectively, the " Notes ") convertible into shares of common stock
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
BOLLINGER INNOVATIONS, INC.: Certificate of Amendment filed to effect a 1-for-250 reverse stock split of Common Stock (effective 2025-09-22).
- Change
- charter amendment
- Effective
- 2025-09-22
Exact text from the filing
On September 19, 2025, the Company filed a Certificate of Amendment (the “ Amendment ”) to its Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to effect a one-for-two hundred fifty (1-for-250) reverse stock split (the “ Reverse Stock Split ”) of its Common Stock.
View on SEC.gov
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