8-KAccepted Oct 5, 5:00 PM ET
Tessera Defense & Homeland Security Inc.: enters $5,000,000 credit line
Accepted (ET)
5:00 PM
Oct 5, 2026
Filed
Oct 5, 2026
Documents
13
Size
274.0 KB
Summary
Tessera Defense & Homeland Security Inc.: enters $5,000,000 credit line
What happened Tessera Defense & Homeland Security Inc entered into a Line of Credit Agreement with Mandragola Ltd. on Oct 5, 2026 providing a revolving line of credit of up to $5,000,000, in addition to an existing $2,000,000 revolving line dated May 13, 2026. Advances under the new credit line are evidenced by convertible promissory notes that bear simple interest at 12% per annum, may be prepaid without penalty, and mature on Oct 5, 2029. Mandragola or any holder may convert unpaid principal and accrued interest into common stock at a conversion price equal to the lower of (i) the lowest closing price on the NYSE American during the five trading days before notice of conversion and (ii) $1.00, subject to an aggregate conversion cap of 19.99% of the company’s outstanding common stock absent shareholder approval.
Between Sep 29, 2026 and Oct 2, 2026 the company issued 2,690,500 restricted shares of common stock to Mandragola, consisting of 200,000 shares issued upon conversion of a note under the prior Credit Line and 2,490,500 shares issued upon cashless exercises of a warrant issued Apr 13, 2026. The 200,000 conversion shares resulted from conversion of $95,020 in principal at a conversion price of $0.4751 per share. As of Oct 2, 2026 the company had 8,920,240 shares of common stock outstanding.
Key details
- New revolving credit line of up to $5,000,000 entered Oct 5, 2026; existing $2,000,000 line from May 13, 2026 remains in effect.
- Notes bear simple interest at 12% per annum, mature Oct 5, 2029, and default interest is the lesser of 15% per annum and the maximum permitted by law.
- Conversion price for notes is the lower of the lowest closing price on the NYSE American in the five trading days before conversion notice and $1.00; conversion issuance limited to 19.99% of outstanding common stock without shareholder approval.
- Issued 2,690,500 restricted shares to Mandragola between Sep 29, 2026 and Oct 2, 2026, including 200,000 shares from a note conversion and 2,490,500 shares from cashless warrant exercises.
Why it may matter The report includes Item 1.01 (entry into a material definitive agreement) documenting the new $5,000,000 credit line and related convertible notes, Item 2.03 (creation of a direct financial obligation) for the notes, and Item 3.02 (unregistered sales of equity securities) for the issuance of 2,690,500 restricted shares to Mandragola. The filing does not show why the insider traded or why the company acted.