First Breach, Inc. updated its IPO prospectus with quarterly information after issuing convertible notes carrying approximately $15,615,385 in principal and $10,150,000 in cash proceeds. Investors now have the prospectus update alongside details on conversion terms, warrants and secured interests, all relevant when assessing the securities offering.
Key Highlights
- First Breach agreed to issue secured convertible notes with approximately $7,692,308 in principal on May 21, 2026.
- The April transaction included warrants to purchase 507,500 common shares at $8.00 per share.
- First Breach received $10,150,000 in aggregate cash proceeds from the Apr 24, 2026 transaction after a 35.0% original issue discount.
First Breach, Inc. (NASDAQ: FBDT) has updated its IPO prospectus with quarterly information that includes approximately $15,615,385 in senior secured convertible notes issued on Apr 24, 2026. The notes reflected $10,150,000 in aggregate cash proceeds after a 35.0% original issue discount. The notes are convertible into common stock at $8.00 per share.
$15,615,385 Senior Notes Carry $8.00 Conversion Price
The Quarterly Report was submitted on Aug 28, 2026. On May 21, 2026, First Breach agreed to issue secured convertible promissory notes with approximately $7,692,308 in aggregate principal and $5,000,000 in cash proceeds after a 35.0% original issue discount. No warrants were issued in that transaction. Neither transaction involved underwriters, Underwriting discounts, commissions or a public offering. The recipients represented that they were acquiring the securities for Investment and not for distribution, with legends placed on the share certificates. The transactions were described as exempt from registration under the Securities Act through Section 4(2), Regulation D, Regulation S or Rule 701, as applicable.
FAQs
Q: How much cash did First Breach receive from the April note transaction?
A: First Breach received $10,150,000 in aggregate cash proceeds from the Apr 24, 2026 transaction after a 35.0% original issue discount. The notes had an aggregate principal amount of approximately $15,615,385.
Q: What are the conversion terms for First Breach’s notes?
A: The April and May convertible notes carry an $8.00 per-share conversion price. The April transaction also included warrants for 507,500 common shares at $8.00 per share.
Q: What security interests did First Breach grant to the note holders?
A: The April note holders received a first-priority security interest in substantially all company assets. May note holders received a subordinated security interest in substantially all assets.
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