Roadzen Inc. Raises $10M Via Convertible Notes

TL;DR

Roadzen closed a $10M convertible note deal, expect dilution from warrants.

AI Summary

Roadzen Inc. announced on March 28, 2024, the closing of a private placement of convertible senior notes due 2029, raising approximately $10.0 million in gross proceeds. The company also entered into a registration rights agreement related to these notes. This filing also disclosed the issuance of warrants to purchase ordinary shares at an exercise price of $11.50 per share.

Why It Matters

The capital raised through this private placement will provide Roadzen Inc. with additional funds, potentially impacting its operational capacity and future growth initiatives.

Risk Assessment

Risk Level: medium — The issuance of convertible notes and warrants introduces potential dilution for existing shareholders and financial obligations for the company.

Key Numbers

• $10.0M — Gross Proceeds (Raised from the private placement of convertible senior notes.)
• 2029 — Note Maturity (The convertible senior notes are due in 2029.)
• $11.50 — Warrant Exercise Price (Price at which warrants can be exercised for ordinary shares.)

Key Players & Entities

• Roadzen Inc. (company) — Registrant
• March 28, 2024 (date) — Date of earliest event reported
• $10.0 million (dollar_amount) — Gross proceeds from private placement
• 2029 (date) — Maturity year of convertible senior notes
• $11.50 (dollar_amount) — Exercise price per share for warrants

FAQ

Key Financial Figures

• $0.0001 — registered Ordinary Shares, par value $0.0001 per share RDZN The Nasdaq Stock Mar
• $11.50 — ary share, each at an exercise price of $11.50 per share RDZNW The Nasdaq Stock Ma
• $2 million — from the Company, an aggregate of up to $2 million in principal amount of senior secured n
• $500,000 — Notes. Each of the Purchasers purchased $500,000 in principal amount of Notes on the dat
• $8 — the amount payable by the lowest of (i) $8.00, (ii) the volume-weighted average pr
• $10,000 — (the "Warrants") to purchase, for each $10,000 in original principal amount of Notes p

Filing Documents

• rdzn-20240328.htm (8-K) — 54KB
• rdzn-ex10_1.htm (EX-10.1) — 292KB
• 0000950170-24-041340.txt ( ) — 547KB
• rdzn-20240328.xsd (EX-101.SCH) — 46KB
• rdzn-20240328_htm.xml (XML) — 7KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On March 28, 2024, Roadzen Inc. (the "Company") entered into a Securities Purchase Agreement (the "SPA") with Supurna VedBrat and Krishnan-Shah Family Partners, LP (together, the "Purchasers"). Ms. VedBrat is a director of the Company. Ajay Shah, another director of the Company, and his wife, are trustees of the general partner of the Krishnan-Shah Family Partners, LP. Pursuant to the terms of the SPA, the Company agreed to issue and sell to the Purchasers, and the Purchasers agreed to purchase from the Company, an aggregate of up to $2 million in principal amount of senior secured notes (the "Notes"), for a purchase price equal to the principal amount of the Notes. Each of the Purchasers purchased $500,000 in principal amount of Notes on the date of the SPA, and each may become obligated to purchase an additional $500,000 in principal amount of Notes on the earlier of April 30, 2024 or completion of the Agreed Upon Reporting Requirements (as defined in the SPA) to the satisfaction of the Purchasers, subject to the satisfaction (or waiver) of certain specified conditions. Pursuant to the terms of the SPA, the Company may issue and sell up to an additional $2 million in aggregate principal amount of Notes to one or more other purchasers (who would become "Purchasers" under the SPA). The SPA contains certain representations and warranties customary for similar transactions. In addition, the SPA contains covenants by the Company, including requirements to cause each of its subsidiaries (other than certain excluded subsidiaries) to guaranty the Company's obligations under the Notes, to comply with the Agreed Upon Reporting Requirements, and to take certain actions required to grant the Purchasers perfected security interests in the assets of the Company and its subsidiaries (subject to the existing liens of Mizuho Securities USA LLC ("Mizuho")). Pursuant to the terms of the SPA, the Company and the Purchasers wil

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information included in Item 1.01 of this Current Report is incorporated by reference into this Item 3.02 of this Current Report to the extent required. The Notes, the Warrants and the Ordinary Shares issuable pursuant thereto have been offered and sold pursuant to exemptions from the registration requirements of the Securities Act of 1933, as amended, afforded by Section 4(a)(2) thereof and Rule 506 of Regulation D promulgated thereunder, for the sale of securities not involving a public offering.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description of Exhibit 4.1 Form of Senior Secured Notes (see Exhibit A attached to Exhibit 10.1) 10.1 Securities Purchase Agreement, dated as of March 28, 2024. 104 Cover page interactive data file (embedded within the Inline XBRL document).

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. ROADZEN INC. Date: April 3, 2024 By: /s/ Jean-Noel Gallardo Name: Jean-Noel Gallardo Title: Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR