Greenwave Technology : Material Agreement - Form 8-K
May 09, 2024 at 06:17 pm EDT
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Item 1.01 Entry into a Material Definitive Agreement.
As disclosed in the Company's Current Report on Form 8-K filed on August 3, 2023, on July 31, 2023, Greenwave Technology Solutions, Inc. (the "Company") entered into a Purchase Agreement (the "Purchase Agreement") with certain institutional investors as purchasers (the "Investors"). Pursuant to the Purchase Agreement, the Company sold, and the Investors purchased, approximately $15,000,000, which consisted of approximately $13,968,750 in cash and $1,031,250 of existing debt of the Company which was exchanged for the notes and warrants issued in this offering in principal amount of senior secured convertible notes (the "Senior Notes") and warrants. The transaction closed on August 1, 2023.
On March 20, 2024, the Company and the Investors entered into a Consent and Waiver (the "March Consent and Waiver"), pursuant to which the Investors agreed, among other things, not to convert the Senior Notes until May 20, 2024 if the average closing price of the Company's common stock on the Nasdaq Capital Market on the three (3) most recent trading days was less than $0.25 (the "Conversion Prohibition"). On May 9, 2024, the Company and the Investors entered into a Waiver Agreement (the "Waiver Agreement"), pursuant to which the Company and the Investors decided to waive the Conversion Prohibition in the March Consent and Waiver.
A copy of the Waiver Agreement is attached hereto as Exhibit 4.1, and is incorporated herein by reference. The foregoing summary of the terms of the Waiver Agreement is subject to, and qualified in its entirety by, the Note Amendment.
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Greenwave Technology Solutions, Inc., through its wholly owned subsidiary Empire Services, Inc. (Empire), is an operator of about 13 metal recycling facilities in Virginia, North Carolina, and Ohio. Its recycling facilities collect, classify, and process raw scrap metal and implement various technologies to increase metal processing volumes and operating efficiencies, including a downstream recovery system and cloud-based enterprise resource planning (ERP) system. Its main product is selling ferrous metal, which is used in the recycling and production of finished steel. It is categorized into heavy melting steel, plate and structural, and shredded scrap, with various grades of each of those categorizations based on the content, size and consistency of the metal. It also processes nonferrous metals, such as aluminum, copper, stainless steel, nickel, brass, titanium, lead, alloys, and mixed metal products. Its customers include industrial manufacturers, retail customers, and others.