Ontrak, Inc. entered into a Sixth Amendment to its Keep Well Agreement on March 28, 2024, involving the issuance of a senior secured convertible promissory note (a "Demand Note") to Acuitas Capital LLC for $1.5 million, with the potential for an additional $13.5 million in Demand Notes. They will also issue related warrants with a term of five years, but no common stock will be issued in relation to the Demand Note until Stockholder Approval Effective Date occurs. Following this date, new warrants will replace any outstanding ones under the Keep Well Agreement, and the conversion price of previously issued notes will adjust to the lesser of $0.36 or the stock’s consolidated closing bid price, subject to terms.
The company also reached agreements (Public Offering Investor Waiver and Private Placement Investor Waiver) for exercising price reductions with holders of Public Offering Warrants and a warrant from a private placement in November 2023. These securities will be distributed in compliance with exemption provisions of the Securities Act of 1933.
Proper names mentioned: - Ontrak, Inc. - Acuitas Capital LLC - U.S. Bank Trust Company, National Association - James J. Park (Chief Financial Officer of Ontrak, Inc.) - Humanitario Capital LLC