Profusa, Inc. (PFSA) Form 8-K — Sep 1, 2026
On September 1, 2026, Profusa, Inc. completed an additional closing under its February 11, 2025 Securities Purchase Agreement, issuing a Senior Secured Convertible Promissory Note to Ascent Partners Fund LLC in the aggregate principal amount of $329,670.33 for a purchase price of $300,000, with the gap reflecting original issue discount. The note matures on the earlier of September 1, 2027 and the Option Closing Date. The note bears 7% annual interest payable monthly, is convertible at the holder's option at $4.28 per share with a $1.07 floor price that resets downward every six months, and requires monthly amortization payments beginning January 1, 2027.
Key figures
- Interest Rate
- 7% per annum (18% default rate)
- Maturity Date
- September 1, 2027, or earlier upon the Option Closing Date
- Late fee
- 10% of overdue amounts
- Floor price usd
- 1.07
- Cash payment fee
- 5% of cash repayments
- Amortization start
- January 1, 2027
- Purchase price usd
- 300000
- Stock payment price
- lower of conversion price or 95% of lowest 10-day VWAP
- Conversion price usd
- 4.28
- Beneficial ownership limit
- 4.99%, increaseable to 9.99% on 61 days notice
- Covenant and cross default threshold usd
- 200000
- Monthly amortization capital paydown usd
- 33333.33
- Liquidated damages for late share delivery
- $1,000 per trading day
- Mandatory prepayment pct of subsequent offering
- 33
Price after filing
Close on the filing date to close N calendar days later (from $2.88). Historical, not a forecast.
AI analysis
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