PAVmed Announces Debt Exchange Agreement with Holder of Convertible Notes

PAVmed Inc. (NASDAQ: PAVM) recently disclosed that on November 15, 2024, the company entered into an Exchange Agreement with a holder of its outstanding Senior Secured Convertible Notes. This deal, known as the Debt Exchange Agreement, involves the exchange of $22,347,543.00 in principal amount of the Convertible Notes and accrued interest for 22,347 shares of Series C Convertible Preferred Stock of the company.

The completion of the Debt Exchange Agreement is conditional upon meeting customary closing conditions, including obtaining Debt Exchange Stockholder Approval by a special meeting of the stockholders scheduled to occur by January 31, 2025. If the necessary conditions are met, the Holder will acquire $22.347 million in shares of Series C Preferred Stock, while the outstanding principal balance of the remaining Convertible Note will be approximately $6.4 million.

Following the Exchange, PAVmed intends to file a certificate of designations with the State of Delaware, outlining the terms of the Series C Preferred Stock, including a stated value of $1,000 per share and other key provisions such as dividend rates, liquidation preferences, conversion options, and adjustment mechanisms.

In addition to the Debt Exchange Agreement, PAVmed also penned a Securities Purchase Agreement with the Holder on November 20, 2024. This agreement involves the purchase of 2,653 shares of Series C Preferred Stock at a cost of $1,000 per share, with the purchase price covered by canceling $2,652,456.76 of specific unsecured debt obligations owed by the company to the Holder.

Both transactions are contingent on customary closing conditions, including obtaining the Securities Purchase Stockholder Approval through a special meeting of stockholders before January 31, 2025. Assuming successful completion, the Holder will acquire $2.653 million worth of Series C Preferred Stock.

These transactions, as detailed in the SEC filing, fall under exemptions from registration requirements in accordance with the Securities Act of 1933. PAVmed will seek stockholder approval in due course and will uphold its obligation to report on these matters until such approvals are secured.

Investors and stakeholders interested in these developments should be aware of the complex terms involved in these agreements, including detailed provisions on conversion rights, voluntary conversion options, alternate conversion prices, redemption procedures, beneficial ownership limitations, and financial covenants that the company and its subsidiaries are subject to in light of these transactions.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read PAVmed’s 8K filing here.

PAVmed Company Profile

PAVmed Inc focuses on acquiring, developing, and commercializing novel products that target unmet needs in the United States. The company's lead products include CarpX, a patented, single-use, disposable, and minimally invasive surgical device for use in the treatment of carpal tunnel syndrome; EsoCheck Esophageal Cell Collection Device, which consists of diagnostic test that serves as a testing tool for preventing esophageal adenocarcinoma deaths, through early detection of esophageal precancer in at-risk gastroesophageal reflux disease, including chronic heartburn and acid reflux or simply reflux in patients; and EsoGuard, a bisulfite-converted next-generation sequencing DNA assay performed on surface esophageal cells collected with EsoCheck.