Heart Test Labs Files 8-K on Definitive Agreement

TL;DR

Heart Test Labs inked a deal for equity sales, filing an 8-K.

AI Summary

Heart Test Laboratories, Inc. entered into a Material Definitive Agreement on September 6, 2024, related to the unregistered sale of equity securities. The filing also includes financial statements and exhibits. The company is incorporated in Texas and its principal executive offices are located in Southlake, Texas.

Why It Matters

This 8-K filing indicates a significant transaction for Heart Test Laboratories, Inc., potentially impacting its financial structure and future operations through the sale of equity securities.

Risk Assessment

Risk Level: medium — Filings related to material definitive agreements and unregistered sales of equity securities can introduce uncertainty and potential dilution, warranting a medium risk assessment.

Key Players & Entities

• Heart Test Laboratories, Inc. (company) — Registrant
• September 6, 2024 (date) — Date of earliest event reported
• Texas (state) — State of Incorporation
• Southlake, Texas (location) — Address of Principal Executive Offices

FAQ

Key Financial Figures

• $2,510,000 — ecured promissory note in the amount of $2,510,000 (the "Streeterville Note"), which inclu
• $500,000 — included an original issue discount of $500,000 (the "OID") and reimbursement of Street
• $10,000 — Streeterville's transaction expenses of $10,000. The Streeterville Note bears interes
• $270,000 — rville Note, not to exceed an amount of $270,000 per month. In the event the Company has
• $900,000.00 b — nder the Streeterville Note by at least $900,000.00 by the 12-month anniversary of following
• $1,860,000 — the Streeterville Note in the amount of $1,860,000 and intends to use the net proceeds for

Filing Documents

• hscs-20240906.htm (8-K) — 56KB
• hscs-ex10_1.htm (EX-10.1) — 111KB
• hscs-ex10_2.htm (EX-10.2) — 80KB
• 0000950170-24-105155.txt ( ) — 496KB
• hscs-20240906.xsd (EX-101.SCH) — 94KB
• hscs-20240906_htm.xml (XML) — 6KB

01

Item 1.01 Entry into a Material Definitive Agreement Streeterville Note Purchase Agreement and Promissory Note On September 6, 2024, Heart Test Laboratories, Inc. (the "Company", "we" or "us"), entered into a Note Purchase Agreement (the "Note Purchase Agreement") with Streeterville Capital, LLC, an accredited investor ("Streeterville"), pursuant to which Streeterville issued the Company an unsecured promissory note in the amount of $2,510,000 (the "Streeterville Note"), which included an original issue discount of $500,000 (the "OID") and reimbursement of Streeterville's transaction expenses of $10,000. The Streeterville Note bears interest at a rate of 8.5% per annum and matures 18 months after its issuance date. From time to time, beginning six months after issuance, Streeterville may redeem a portion of the Streeterville Note, not to exceed an amount of $270,000 per month. In the event the Company has not reduced the outstanding balance under the Streeterville Note by at least $900,000.00 by the 12-month anniversary of following the issuance date, then the outstanding balance at such time will automatically increase by 5%. Subject to the terms and conditions set forth in the Streeterville Note, the Company may prepay all or any portion of the outstanding balance of the Streeterville Note at any time. The Note Purchase Agreement and the Streeterville Note contain customary events of default, including if the Company undertakes a fundamental transaction (including consolidations, mergers, and certain changes in control of the Company), without Streeterville's prior written consent. As described in the Streeterville Note, upon the occurrence of certain events of default, the outstanding balance of the Streeterville Note will become automatically due and payable. Additionally, upon an event of default described in the Streeterville Note (i.e., the failure to pay amounts under the Streeterville Note when due or to observe any covenant under the Note Purchas

02

Item 3.02 Unregistered Sales of Equity Securities. To the extent required by Item 3.02 of Form 8-K, the information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 10.1* Note Purchase Agreement, by and between the Company and Streeterville Capital, LLC dated September 6, 2024 10.2* Promissory Note dated September 6, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Filed herewith

SIGNATURES

SIGNATURES 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. HEART TEST LABORATORIES, INC. Date: September 10, 2024 By: /s/ Andrew Simpson Name: Title: Andrew Simpson President, Chief Executive Officer, and Chairman of the Board of Directors

View Full Filing

View this 8-K filing on SEC EDGAR