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Apex Trader Funding (ATF) - News

Complete Solaria Raises $10 Million in Convertible Debenture to Pay Off Carlyle Debt

LEHI, Utah, June 17, 2024 (GLOBE NEWSWIRE) -- Complete Solaria, Inc. ("Complete Solaria" or the "Company") (NASDAQ:CSLR), a leading solar technology, services, and installation company, today announced a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended, of $10 million Convertible Senior Notes to an entity affiliated with Thurman J. Rodgers, Chief Executive Officer of CSLR (the "TJR Notes"). Cantor Fitzgerald & Co. served as Sole Financial Advisor to Complete Solaria and Cooley LLP acted as legal counsel to the Company in connection with the transaction, whose terms are summarized below:  Standard Rule 144A terms. The notes will be convertible at the option of the holder, into common stock of CSLR and will contain all general customary investor protections found within Rule 144A convertible securities. 12% coupon, 5-year term. The notes will be general senior unsecured obligations of the Company and will accrue an interest payable semi-annual in arrears at a rate of 12% per year. The notes will mature July 1, 2029 unless earlier converted, redeemed or repurchased. $2.00 conversion price, an approximate 33% conversion premium. The initial conversion rate is 500 shares of CSLR common stock per $1,000 principal amount of Notes, equivalent to an initial conversion price of $2.00 per share, which represents a conversion premium of approximately 33% to the agreed upon reference price of CSLR's common stock on the Nasdaq Global Market, currently about $1.50 per share. Soft calls: $3.00 July 2027; $2.60 July 2028. The Company may not redeem the notes prior to July 5th, 2026, thereafter until July 1, 2027 subject to the share price trading at $3.00 per share for 20 out of 30 consecutive trading days. Then from July 1, 2028 until maturity, subject to the share price trading at $2.60 per share for 20 out of 30 ...