Nuran Wireless Inc. (NRRWF) Form 6-K — Aug 10, 2026
NuRAN Wireless filed a Form 6-K on August 10, 2026 containing a registration rights agreement tied to a private placement of Series A Convertible Preferred Shares and common share purchase warrants (B Warrants). The company must file a resale registration statement within 45 days of closing and have it effective within 90 days (120 days under MJDS), with liquidated damages of 0.5% of subscription amounts accruing monthly and capped at 5% for registration failures. The preferred carries a cumulative 15% per annum paid-in-kind dividend that doubles to 30% upon an Event of Default, plus a one-time premium equal to 50% of the subscription price added to the conversion amount on default.
Key figures
- Pik dividend rate
- 15% per annum, cumulative, paid in kind
- Liquidated damages
- 0.5% of aggregate subscription amount per Event plus 0.5% monthly thereafter, capped at 5% (Section 2.13 governs over 2.1.1)
- Default puc premium
- 50% of subscription price added to Conversion Amount upon Event of Default (one-time)
- Default dividend rate
- 30% per annum upon Event of Default
- Nasdaq listing deadline
- August 14, 2026 (failure to be approved and trading on NASDAQ is an Event of Default)
- Conversion price post cse
- Lower of C$4.25 per Common Share or the Floating Conversion Price
- Floating conversion price
- 95% of the lowest NASDAQ trade price during the 5 trading days preceding conversion
- Debt consent threshold usd
- 500000
- Cross default threshold usd
- 500000
- Registration filing deadline
- Within 45 calendar days of Closing Date
- Max series a preferred shares
- 2000000
- Judgment default threshold usd
- 250000
- Beneficial ownership limitation
- 4.99% of outstanding Common Shares (holder may elect up to 9.99% on 61 days notice)
- Preferred holder consent threshold
- 67% of outstanding Series A Convertible Preferred Shares
- Conversion price cse listing period
- C$5.00 per Common Share (0.85 Common Shares per preferred share)
- Registration effectiveness deadline
- Within 90 calendar days of Closing Date (120 days if filed under MJDS)
AI analysis
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