Catheter Precision, Inc. 8-K
Research Summary
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Catheter Precision Announces Private Placement and FLYTE Acquisition
What Happened Catheter Precision, Inc. (VTAK) announced on March 9, 2026 that it entered a securities purchase agreement for a private placement and separately signed a stock purchase agreement to acquire Fly Flyte, Inc. ("FLYTE") and Ponderosa Air, LLC. The company expects a First Closing for 1,853 shares of newly-designated Series C-1 Convertible Preferred Stock for aggregate gross proceeds of $1,853,000 (First Closing expected on or about March 10, 2026). The acquisition agreement calls for Catheter Precision to acquire 80.02% of FLYTE and 100% of Ponderosa for total consideration of $11,554,827, to be paid with $5,776,827 in cash (including a $5,000,000 promissory note) and issuance of 5,778 shares of Series D Convertible Preferred Stock (stated value $5,778,000).
Key Details
- Private placement: 1,853 shares of Series C-1 preferred (stated value $1,000 each) for $1,853,000; Series C-1 initially convertible into up to 1,295,805 common shares at $1.43 per share, subject to future price adjustments and stockholder approvals. Additional series (C-2, C-3, and optional C-4) may be sold in later closings, subject to conditions.
- Acquisition consideration: $11,554,827 total — $776,827 cash at closing, $5,000,000 promissory note (0% interest unless late; late payments trigger 4% interest and default interest of 18%), and 5,778 shares of Series D preferred (stated value $5,778,000).
- Stockholder approvals & timing: Company must hold a shareholder meeting no later than April 10, 2026 to obtain NYSE American Section 713 approval required before conversion of certain preferred shares into common stock; if not approved, meetings must be called every 90 days until approval or the preferred are no longer outstanding.
- Placement agent: Dawson James Securities engaged as exclusive placement agent; no fee on first $3,850,000 raised, then a 7.7% cash fee on amounts above $3,850,000; certain expenses reimbursable only after $3,850,000 in gross proceeds.
Why It Matters This filing shows Catheter Precision is raising capital via convertible preferred securities and pursuing an acquisition that would add FLYTE and Ponderosa to the company. The financings and the Series D issuance are conditional on shareholder approvals and SEC registrations before conversions into common stock can occur, which may delay dilution to existing common shareholders. Investors should note the cash inflow from the initial closing ($1.853M), the zero-interest note terms (with steep default interest), the placement agent fee structure, and the company’s stated use of proceeds: restructuring its legacy catheter business, settling legacy liabilities, reducing expenses, and general working capital.
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