PAVmed Inc. Enters Material Definitive Agreement
Ticker: PAVM · Form: 8-K · Filed: Nov 29, 2024 · CIK: 1624326
Sentiment: neutral
Topics: debt, financing, agreement
Related Tickers: PAVM
TL;DR
PAVM took out a new loan, creating a direct financial obligation.
AI Summary
On November 22, 2024, PAVmed Inc. entered into a Material Definitive Agreement, specifically a loan agreement with an undisclosed lender. This agreement creates a direct financial obligation for PAVmed Inc. The filing also notes material modifications to the rights of security holders and includes financial statements and exhibits.
Why It Matters
This filing indicates PAVmed Inc. has taken on a new financial obligation, which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — Entering into new financial obligations can introduce financial risk, especially if the terms are unfavorable or the company's ability to repay is uncertain.
Key Players & Entities
- PAVmed Inc. (company) — Registrant
- November 22, 2024 (date) — Date of earliest event reported
FAQ
What is the specific nature of the Material Definitive Agreement entered into by PAVmed Inc.?
The filing states that PAVmed Inc. entered into a Material Definitive Agreement, which is a loan agreement. However, specific details such as the lender and the loan amount are not provided in this excerpt.
What is the date of the earliest event reported in this 8-K filing?
The date of the earliest event reported is November 22, 2024.
What are the key items of information disclosed in this 8-K filing?
The key items include the entry into a Material Definitive Agreement, the creation of a Direct Financial Obligation, material modifications to the rights of security holders, and the filing of Financial Statements and Exhibits.
Under which section of the Securities Exchange Act of 1934 is this report filed?
This is a Current Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
What is the state of incorporation for PAVmed Inc.?
PAVmed Inc. is incorporated in Delaware.
Filing Stats: 941 words · 4 min read · ~3 pages · Grade level 10.2 · Accepted 2024-11-29 16:21:09
Key Financial Figures
- $0.001 — ch registered Common Stock, Par Value $0.001 Per Share PAVM The Nasdaq Stock Mar
- $21.95 million — the " Company "), closed on the sale of $21.95 million in principal amount of Lucid's Senior S
- $18.3 million — 2023 Convertible Note, net proceeds of $18.3 million from the sale of the Lucid 2024 Convert
Filing Documents
- form8-k.htm (8-K) — 52KB
- 0001493152-24-048173.txt ( ) — 271KB
- pavm-20241122.xsd (EX-101.SCH) — 4KB
- pavm-20241122_def.xml (EX-101.DEF) — 29KB
- pavm-20241122_lab.xml (EX-101.LAB) — 36KB
- pavm-20241122_pre.xml (EX-101.PRE) — 26KB
- form8-k_htm.xml (XML) — 6KB
01
Item 1.01. Entry into a Material Definitive Agreement On November 22, 2024, Lucid Diagnostics Inc. (" Lucid "), a subsidiary of PAVmed Inc. (the " Company "), closed on the sale of $21.95 million in principal amount of Lucid's Senior Secured Convertible Notes (collectively, the " Lucid 2024 Convertible Notes "), in a private placement, to certain accredited investors (the " Lucid 2024 Note Investors "). The sale of the Lucid 2024 Convertible Notes was completed pursuant to the terms of the previously disclosed Securities Purchase Agreement, dated as of November 12, 2024 (the " Lucid 2024 SPA "), between Lucid and the 2024 Note Investors. In connection with the closing, Lucid and/or its subsidiaries entered into the following agreements: (i) a Registration Rights Agreement (the " Registration Rights Agreement "), (ii) a Guaranty (the " Guaranty "), and (iii) a Security and Pledge Agreement (the " Pledge Agreement "). Lucid used a portion of the proceeds from the sale of the 2024 Convertible Notes to repay Lucid's Senior Convertible Note (the " Lucid 2023 Convertible Note ") issued pursuant to that certain Securities Purchase Agreement, dated as of March 13, 2023. Lucid realized gross proceeds of $21.95 million and, after giving effect to the repayment in full of the Lucid 2023 Convertible Note, net proceeds of $18.3 million from the sale of the Lucid 2024 Convertible Notes. The transaction and the Lucid 2024 SPA, Lucid 2024 Convertible Notes, Registration Rights Agreement, Guaranty and Pledge Agreement are more fully described in Lucid's Current Reports on Form 8-K filed on November 12, 18 and 29, 2024, and such description is incorporated herein by reference. The descriptions of the 2024 Convertible Notes, 2024 SPA, Registration Rights Agreement, Guaranty and Pledge Agreement are qualified in their entirety by reference to the full text of the forms of such documents, copies of which are incorporated by reference as Exhibits 4.1, 10.1, 10.2, 10.3 and 10.4, re
03
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth and incorporated by reference under Item 1.01 is incorporated under this item by reference.
03
Item 3.03. Material Modification to Rights of Security Holders. The information set forth and incorporated by reference under Item 1.01 is incorporated under this item by reference.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 4.1* Form of 2024 Convertible Note. 10.1* Form of Securities Purchase Agreement. 10.2* Form of Registration Rights Agreement. 10.3* Form of Guaranty. 10.4* Form of Security Agreement. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). * Incorporated by reference from Lucid's Current Report on Form 8-K filed on November 29, 2024. 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. Dated: November 29, 2024 PAVMED INC. By: /s/ Dennis McGrath Dennis McGrath President and Chief Financial Officer