Greenwave Technology Solutions, Inc. has closed a private placement of Series B Convertible Preferred Stock, raising $3.75 million in aggregate proceeds. The transaction, exempt from registration under Section 4(a)(2) and Rule 506 of Regulation D, involved the issuance of 3,750 shares of Series B Preferred Stock to five institutional investors.
The Series B Preferred Stock carries a stated value of $1,000 per share and a par value of $0.001 per share. The shares are convertible into Common Stock at an initial conversion price of $5.24 per share, subject to customary adjustments for stock splits and dividends. Holders are prohibited from converting shares if doing so would cause them to beneficially own more than 4.99% of the Company’s outstanding Common Stock.
The filing details specific voting rights and restrictions associated with the Preferred Stock. Holders do not have voting rights unless the Board of Directors determines that dividends are payable. However, the Holders retain the ability to block certain corporate actions, including amendments to the certificate of incorporation, changes to the authorized number of Preferred Shares, or the issuance of new senior preferred stock, provided such actions would adversely alter the rights of the Preferred Stockholders.
