DYNAMIC AEROSPACE SYSTEMS Corp 8-K

What Happened

• Dynamic Aerospace Systems Corporation (BRQL) filed an 8‑K reporting a short‑term financing and corporate actions dated April 2026. On April 28, 2026 the company issued a $275,000 Convertible Promissory Note to LABRYS FUND II, L.P. The company also filed a Certificate of Designation on April 30, 2026 creating a new Series E Preferred Stock and agreed to issue restricted common stock for advisory services. Separately, the company announced a Drone Demo Expo to be held April 30, 2026 in collaboration with the Arizona Department of Public Safety.

Key Details

• Convertible Note (issued Apr 28, 2026): $275,000 principal to LABRYS FUND II, L.P.; one‑time interest charge of 8%; maturity April 27, 2027; original issue discount $25,000 and fees $4,000, net proceeds $246,000. Note convertible at holder’s option into common stock at the lower of $0.50 or 80% of the lowest VWAP over the prior 15 trading days. Company issued 20,000 commitment shares and five‑year warrants to purchase 199,275 common shares at $0.65.
• Advisory issuance (Agreement dated Apr 24, 2026): 500,000 restricted common shares to Tyler Troup for consulting services, to be issued within 10 days of the agreement.
• Series E Preferred (filed Apr 30, 2026): 25,000,000 shares designated; par value $0.0001; no liquidation preference; 1:1 voting rights; convertible beginning six months after issuance at a 1.25:1 conversion ratio into common stock, convertible in six equal monthly tranches; company may redeem unconverted shares prior to conversion at the closing bid price on the trading day before notice.
• Drone Demo Expo (press release Apr 16, 2026): event on Apr 30, 2026 with AZ DPS demonstrating US‑1 (90‑minute flight, 5 lb payload), G1 MKII (up to 1,100 miles range), and Mitigator indoor tactical drone.

Why It Matters

• Financing and dilution: The $275K convertible note, the 199,275 warrants, the 500,000 advisory shares, and the large authorized Series E create potential dilution for common shareholders if conversions/exercises occur. The note’s conversion terms (floor $0.50 or 80% of VWAP) and the 1.25 conversion ratio for Series E are specific mechanisms that could increase outstanding common shares in the coming months.
• Timing and cash: Net proceeds from the note were $246,000, indicating a short‑term capital infusion to support operations or events. Investors should note the note’s one‑year maturity and the company’s ability to issue and redeem Series E shares prior to conversion.
• Operations update: The scheduled Drone Demo Expo and the product specs disclosed may reflect commercial and marketing activity aimed at government and public‑safety customers; the filing does not include financial results or revenue figures.

(For full legal terms and the complete Certificate of Designation, see the exhibits referenced in the 8‑K.)