LIQTECH INTERNATIONAL INC 8-K

What Happened LiqTech International, Inc. announced on May 22, 2026 that it issued and sold 9.09% original discount promissory notes with an aggregate principal amount of $1.1 million to affiliates of Bleichroeder L.P. and Laurence W. Lytton under a Note Purchase Agreement. The Notes were sold for $1,000,000 (reflecting a $100,000 original issue discount). The Notes have a two-month term with no interest during that period; if unpaid at maturity they accrue interest at 10% per annum, increasing by 1% each month unpaid up to a 16% cap, payable monthly. Proceeds are designated for working capital and general corporate purposes.

Key Details

• Issuance date: May 22, 2026; agreement filed as Exhibit 10.1 and form of Note as Exhibit 10.2.
• Aggregate principal: $1,100,000; purchase price received: $1,000,000 (original issue discount $100,000).
• Term: 2 months; no interest during term. Post-maturity interest: 10% p.a., rising 1% per month to a max of 16%, monthly payments.
• Investors: Affiliates of Bleichroeder L.P. and Laurence W. Lytton; proceeds for working capital and general corporate purposes.

Why It Matters This filing creates a short-term debt obligation on LiqTech’s balance sheet and provides immediate cash (net $1.0M) to support operations. The very short maturity means the company will need to repay or refinance the Notes quickly; if repayment is delayed, the interest rate escalates sharply, increasing financing costs. Investors should note the size, terms, and counterparties of this financing when assessing near-term liquidity and cash management. The full Note Purchase Agreement and Note form are filed as exhibits for detailed terms.