Perfect Moment Ltd. 8-K

What Happened

• Perfect Moment Ltd. announced it entered a $10,000,000 loan agreement on March 30, 2026 with X3 Higher Moment Fund LLC (as agent) and Krane Capital, LLC. In connection with that loan, the company issued X3 warrants to purchase 1,864,753 shares at an exercise price of $0.46822 per share.
• On the same date the company entered a Securities Purchase Agreement with Krane Capital to sell 6,060,606 shares of common stock at $0.33 per share (implying roughly $2.0 million in proceeds) and warrants to purchase up to 8,276,944 shares at a $0.40 exercise price. The X3 warrants and Krane warrants were issued on May 8, 2026 and expire at 5:00 p.m. ET on August 27, 2028. The securities were issued pursuant to the Section 4(a)(2) exemption from Securities Act registration.

Key Details

• Loan principal: $10,000,000 (loan entered March 30, 2026).
• Shares sold to Krane: 6,060,606 at $0.33 per share (≈ $2.0M).
• Warrants issued: X3 — 1,864,753 warrants at $0.46822 exercise; Krane — up to 8,276,944 warrants at $0.40 exercise; all expire Aug 27, 2028.
• Securities issuance date: May 8, 2026; issued under Section 4(a)(2) exemption. Forms of the warrants were filed as exhibits.

Why It Matters

• This financing provides immediate capital ($10M loan and equity sale) to support Perfect Moment’s operations or strategic needs.
• The share issuance and outstanding warrants create potential dilution: exercised warrants could add up to 10,141,697 common shares (1,864,753 + 8,276,944). Investors should consider this dilution when evaluating per‑share metrics and future ownership percentages.
• Terms (exercise prices, expiration dates, and exemption from registration) are disclosed in the filing; the warrant forms are filed as exhibits for investors who want the exact contract terms.