GridAI Technologies Corp. (GRDX) has entered into a definitive agreement on October 22, 2026, to increase its lending to Pronghorn Resources, LLC. The transaction involves the issuance of a Third Amended and Restated Secured Convertible Note (Third A&R Note) with a principal amount of $5,000,000.
This new note reflects the total of all advances made by GridAI to Pronghorn since the original loan was issued on July 17, 2026. The company has previously advanced $2,000,000, followed by an additional $964,000 on September 4, 2026, and another $536,000 on October 1, 2026. The Fourth Advance of $1,500,000 executed on October 22, 2026, triggered the issuance of the Third A&R Note.
The maturity date for the Third A&R Note is set for the earlier of December 31, 2026, or the consummation of a Change of Control Transaction. Interest accrues at an annual rate of seven percent (7%) on the Payment Amount from the maturity date forward, payable in cash. The note includes standard provisions regarding events of default, which include the failure to pay principal or interest when due (subject to a five-day cure period) and uncured covenant breaches.
In the event of a payment Event of Default, GridAI has the right to convert the outstanding principal into membership interests of Pronghorn equal to ten percent (10%) of Pronghorn’s fully diluted capitalization. Upon an uncured Event of Default, the Third A&R Note becomes immediately due and payable in cash or convertible as described above.
Separately, on the same date, the company and Pronghorn entered into a Third Amendment to Security Agreement. This amendment updates the definition of “Note” within the original Security Agreement to refer to the Third A&R Note, ensuring the new note is secured by the previously granted security interest in Pronghorn’s assets.
