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Rezolve AI Limited Financial Report: Insights on Convertible Loan Notes & Amendments

$RZLV
Form 6-K
Filed on: 2024-12-18
Source
Rezolve AI Limited Financial Report: Insights on Convertible Loan Notes & Amendments

The financial report for Rezolve AI Limited (SEC Form 6-K) contains several key pieces of information regarding their convertible loan notes and related agreements. Here are the main insights extracted from the report:

  1. Convertible Loan Note Instrument:
  • Rezolve Limited issued a secured convertible loan note instrument on December 16, 2021, which has undergone several amendments (most recently on January 26, 2024).
  • As of December 5, 2024, there is approximately $49 million of convertible notes outstanding under this instrument.
  1. Conversion Details:
  • On December 5, 2024, a holder converted approximately $8 million of convertible notes at a conversion price of $7 per ordinary share.
  • Additionally, on December 17, 2024, an agreement was reached among significant holders of the convertible notes (Apeiron Investment Group Ltd. and Bradley Wickens) to amend the loan note instrument, which included reducing the conversion price for approximately $41 million of outstanding notes from $7 to $2 per ordinary share.
  1. Impending Conversions:
  • Following the amendment, the holders will convert the $41 million of convertible notes at the new price of $2 per share. After these conversions, it is expected that approximately $0.4 million of convertible notes will remain outstanding.
  1. Attachments and References:
  • The report references the full text of the Loan Note Instrument and the Agreement, which are incorporated by reference and attached as exhibits (10.1 and 10.2 respectively).
  1. Management Signatory:
  • The report was signed by Daniel Wagner, Chief Executive Officer and Chairman of Rezolve AI Limited, indicating management's endorsement of the information presented.

This report highlights Rezolve AI Limited's strategic financial maneuvers regarding its convertible debt, reflecting efforts to restructure and improve capital structure through amendments that favor the conversion of existing debt into equity at more favorable terms.