8-KFiled Jul 22, 8:00 PM ET

GridAI Technologies Corp Makes $2M Secured Convertible Loan to Pronghorn

$GRDX · GridAI Technologies Corp.

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GridAI Technologies Corp Makes $2M Secured Convertible Loan to Pronghorn

What Happened

  • GridAI Technologies Corp. announced it made a $2,000,000 loan to Pronghorn Resources, LLC on July 17, 2026 under a Secured Convertible Promissory Note. The loan matures on the earlier of December 31, 2026 or the consummation of a defined Change of Control transaction. The Note is secured by all of Pronghorn’s assets under a Security Agreement entered the same day.

Key Details

  • Principal: $2,000,000 loaned on July 17, 2026.
  • Interest: 7.0% per annum, calculated on a 360-day year and accruing daily (per the Note’s terms).
  • Maturity: earlier of December 31, 2026 or a Change of Control of Pronghorn.
  • Conversion / Default: upon an Event of Default, GridAI may elect to (a) accelerate payment (Default Amount) or (b) convert the payment/default amount into membership interests equal to 10% of Pronghorn’s fully diluted capitalization as of the conversion date. The Note ranks pari passu with Pronghorn’s existing indebtedness.
  • Covenants & security: Pronghorn made customary reps/covenants, agreed to negative covenants limiting additional indebtedness and liens (except permitted items), and granted GridAI a lien on all assets.

Why It Matters

  • For GridAI investors, the transaction represents a $2.0M deployed loan asset that is secured by Pronghorn’s assets and carries potential upside via a convertible feature that could yield a 10% equity stake in Pronghorn if GridAI elects conversion following certain defaults.
  • The arrangement also exposes GridAI to credit risk tied to Pronghorn’s performance through maturity (Dec 31, 2026) and contains customary default and cure provisions that determine whether repayment or equity conversion occurs.
  • The filing includes the Note and Security Agreement as exhibits for full contract terms; key effects for investors are the secured position, the 7% interest, the short maturity timeline, and the contingent dilution/ownership outcome only upon conversion conditions described in the agreement.