Red Cat Holdings Files 8-K on Agreements and Equity Sales

TL;DR

RCAT filed an 8-K detailing new deals and stock sales.

AI Summary

Red Cat Holdings, Inc. filed an 8-K on November 26, 2024, reporting on a material definitive agreement and unregistered sales of equity securities. The filing also includes financial statements and exhibits. The company was formerly known as TimefireVR Inc., EnergyTEK Corp., and BROADLEAF CAPITAL PARTNERS INC.

Why It Matters

This 8-K filing provides crucial updates on Red Cat Holdings' material agreements and equity transactions, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — 8-K filings can signal significant corporate events, but the specific details of the agreements and sales are needed to fully assess the risk.

Key Players & Entities

• Red Cat Holdings, Inc. (company) — Registrant
• November 26, 2024 (date) — Date of earliest event reported
• TimefireVR Inc. (company) — Former company name
• EnergyTEK Corp. (company) — Former company name
• BROADLEAF CAPITAL PARTNERS INC (company) — Former company name

FAQ

Key Financial Figures

• $0.001 — h registered Common stock , par value $0.001 RCAT The Nasdaq Capital Market Indi
• $6,000,000 — mendment, we will receive an additional $6,000,000 in funding from Lind in exchange for ou
• $7,200,000 — rtible Promissory Note in the amount of $7,200,000 (the "Note") and a Common Stock Purchas
• $9.20 — hares of our common stock at a price of $9.20 per share, exercisable for 5 years (the
• $210,000 — o pay a commitment fee in the amount of $210,000, which may be paid by deduction from th
• $400,000 b — e monthly installments in the amount of $400,000 beginning six months from the issuance da
• $750,000 — monthly payments can be increased up to $750,000 so long as our market capitalization is
• $50 million — s our market capitalization is at least $50 million. In addition, if the Repayment Share Pr
• $2 — ined below) is equal to or greater than $2.00, Lind can, at its option, increase t
• $975,000 — crease the monthly payment amount up to $975,000 for up to two months. The monthly payme
• $0.75 — yment date, subject to a floor price of $0.75 per share. The Note may be converted
• $2.00 — Share Price is equal to or greater than $2.00) or the Conversion Price. Section 3 -

Filing Documents

• rcat1127form8k.htm (8-K) — 30KB
• rcat1127form8kexh10_1.htm (EX-10.1) — 22KB
• rcat1127form8kexh10_2.htm (EX-10.2) — 146KB
• rcat1127form8kexh10_3.htm (EX-10.3) — 72KB
• 0001554795-24-000325.txt ( ) — 503KB
• rcat-20241126.xsd (EX-101.SCH) — 3KB
• rcat-20241126_lab.xml (EX-101.LAB) — 33KB
• rcat-20241126_pre.xml (EX-101.PRE) — 22KB
• rcat1127form8k_htm.xml (XML) — 4KB

01 Entry

Item 1.01 Entry into a Material Definitive Agreement On November 26, 2024, we entered into a First Amendment to our Securities Purchase Agreement (the "SPA Amendment") with Lind Global Asset Management X LLC ("Lind"). The SPA Amendment amends the terms of our original Securities Purchase Agreement with Lind dated September 23, 2024. Upon closing of the SPA Amendment, we will receive an additional $6,000,000 in funding from Lind in exchange for our issuance to Lind of a Senior Secured Convertible Promissory Note in the amount of $7,200,000 (the "Note") and a Common Stock Purchase Warrant for the purchase of 326,000 shares of our common stock at a price of $9.20 per share, exercisable for 5 years (the "Warrant"). As additional consideration to Lind, we have agreed to pay a commitment fee in the amount of $210,000, which may be paid by deduction from the funding to be received. The Note, which does not accrue interest, shall be repaid in eighteen (18) consecutive monthly installments in the amount of $400,000 beginning six months from the issuance date. At our option, monthly payments can be increased up to $750,000 so long as our market capitalization is at least $50 million. In addition, if the Repayment Share Price (as defined below) is equal to or greater than $2.00, Lind can, at its option, increase the monthly payment amount up to $975,000 for up to two months. The monthly payments due under the Note may be made by the issuance of common stock valued at the Repayment Share Price, cash in an amount equal to 1.025 times the required payment amount, or a combination thereof. The Repayment Share Price is defined in the Note as ninety percent (90%) of the average of the five (5) consecutive lowest daily VWAPs for our common stock during the twenty (20) trading days prior to the payment date, subject to a floor price of $0.75 per share. The Note may be converted by Lind from time to time at a price of $9.20 per share (the "Conversion Price"). The dollar amount of

02 Unregistered

Item 3.02 Unregistered Sales of Equity Securities The issuance of the Note and the Warrant to Lind, as described above, was made pursuant to the exemption provided by Rule 506(b) under Regulation D of the Securities Act. Lind is an "accredited investor" as defined in Rule 501(a) under Regulation D, and we did not engage in any general solicitation or advertising in connection with the transaction. Section 9 –

Financial Statements and Exhibits

Financial Statements and Exhibits Exhibit No. Description of Exhibit 10.1 First Amendment to Securities Purchase Agreement 10.2 Senior Secured Convertible Promissory Note 10.3 Common Stock Purchase Warrant

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. RED CAT HOLDINGS, INC. Dated: November 27, 2024 By: /s/ Jeffrey M. Thompson Name: Jeffrey M. Thompson Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR