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Procaps Group, S.A. Financial Report: New CFO and $40M Convertible Notes Issued

$PROC
Form 6-K
Filed on: 2024-12-31
Source
Procaps Group, S.A. Financial Report: New CFO and $40M Convertible Notes Issued

Here are the key insights extracted from the financial report (Form 6-K) of Procaps Group, S.A. dated December 31, 2024:

  1. Appointment of Interim CFO:
  • Effective Date: December 19, 2024
  • Interim CFO: Daniel Bernal has been appointed to focus on the company's restatement process and financial reporting.
  • Background: Daniel Bernal is a Managing Partner at Moore Colombia with over 29 years of experience in professional services. He has previously worked at Audit Business Enterprise and Deloitte & Touche.
  • No Conflicts: There are no known arrangements or family relationships that could affect his role.
  1. Issuance of Additional Convertible Notes:
  • The company entered a Secured Convertible Note Subscription Agreement with Hoche Partners Pharma Holdings S.A. (controlled by Alejandro Weinstein, the Chairman).
  • Total Potential Issuance: Up to $40 million in Secured Convertible Notes.
  • First Issuance: $20 million was issued on November 29, 2024.
  • Second Issuance: An additional $20 million was issued on December 27, 2024.
  • Interest Rate: The Convertible Notes carry an annual interest rate of 8.50%, payable in-kind, maturing on June 30, 2025.
  1. Financial Reporting Obligations:
  • The Interim CFO is tasked with preparing and signing the financial statements for 2023 and 2024, as well as the Annual Reports on Form 20-F.
  1. Regulatory Compliance:
  • The issuance of Convertible Notes is not registered under the Securities Act, indicating that they cannot be offered or sold in the U.S. without proper registration or an exemption.
  1. Signature and Authorization:
  • The report was signed by José Antonio Toledo Vieira, the Chief Executive Officer of Procaps Group.

This report highlights significant management changes and financing activities that may impact the company's financial health and reporting obligations moving forward.