Dragonfly Energy Holdings Corp. Files 8-K

TL;DR

DFLI filed an 8-K detailing financial obligations and equity sales.

AI Summary

Dragonfly Energy Holdings Corp. entered into a material definitive agreement on February 27, 2024, related to a direct financial obligation. The company also reported unregistered sales of equity securities. This filing follows a name change from Chardan NexTech Acquisition 2 Corp. on February 25, 2021.

Why It Matters

This 8-K filing indicates significant financial and equity activity for Dragonfly Energy Holdings Corp., potentially impacting its financial obligations and share structure.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements and unregistered sales of equity, which can introduce financial and operational risks.

Key Players & Entities

• Dragonfly Energy Holdings Corp. (company) — Registrant
• Chardan NexTech Acquisition 2 Corp. (company) — Former Company Name
• February 27, 2024 (date) — Date of earliest event reported
• February 25, 2021 (date) — Date of name change

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share DFLI The Nasdaq Global Ma
• $11.50 — or common stock at an exercise price of $11.50 per share, subject to adjustment DFLI
• $1,700,000 — uary Note ") in the principal amount of $1,700,000 (the " February Principal Amount ") to
• $85,000 — 2024. The Company was obligated to pay $85,000 (the " February Loan Fee ") to the Hold
• $0.55 — f Common Stock at a price not less than $0.55 per share. The February Note containe

Filing Documents

• form8-k.htm (8-K) — 46KB
• ex4-1.htm (EX-4.1) — 48KB
• 0001493152-24-008722.txt ( ) — 320KB
• dfli-20240227.xsd (EX-101.SCH) — 4KB
• dfli-20240227_def.xml (EX-101.DEF) — 26KB
• dfli-20240227_lab.xml (EX-101.LAB) — 36KB
• dfli-20240227_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 6KB

01. Entry Into a Material Definitive Agreement

Item 1.01. Entry Into a Material Definitive Agreement. On February 27, 2024, Dragonfly Energy Holdings Corp. (the " Company ") issued an unsecured convertible promissory note (the " February Note ") in the principal amount of $1,700,000 (the " February Principal Amount ") to Brian Nelson, a director of the Company (the " Holder "), in a private placement in exchange for cash in an equal amount (the " February Private Placement "). The Company used the proceeds of the February Private Placement for working capital and general corporate purposes. The February Note became due and payable in full on March 1, 2024. The Company was obligated to pay $85,000 (the " February Loan Fee ") to the Holder on March 1, 2024. The Company paid the February Note and the February Loan Fee on March 1, 2024. Subject to certain conditions, the Company had the option to repay the balance of the February Note with any combination of cash and shares of Common Stock at a price not less than $0.55 per share. The February Note contained customary events of default, including nonpayment of any amounts under the February Note when due, upon which the payment of the February Principal Amount, the February Loan Fee and any other unpaid fees, penalties, expenses or other charges were penalty. The Holder has represented to the Company that it is an "accredited investor" as that term is defined in Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, as amended (the " Securities Act "). The Company relied on the exemption from registration afforded by Section 4(2) of the Securities Act in connection with the issuance of the February Note. The foregoing summary is qualified in its entirety by reference to the full text of the form of February Note, which is attached hereto as Exhibit 4.1 and incorporated herein by reference. Item 2.03. Cre

02. Unregistered Sales of Equity Securities

Item 3.02. Unregistered Sales of Equity Securities. The information provided in response to Item 1.01 of this Current Report is incorporated by reference into this Item 3.02.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 4.1 Form of February Note. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Signature Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DRAGONFLY ENERGY HOLDINGS CORP. Dated: March 4, 2024 By: /s/ Denis Phares Name: Denis Phares Title: Chief Executive Officer, Interim Chief Financial Officer and President

View Full Filing

View this 8-K filing on SEC EDGAR