Nordicus Partners Files 8-K: Issues $600K Convertible Promissory Note

What Happened Nordicus Partners Corp (NORD) announced on an 8-K that on September 10, 2026 it issued a Convertible Grid Promissory Note to Keystone Capital Partners LLC with a $600,000 principal amount; Keystone paid the company $500,000 in cash and received 250,000 commitment shares as consideration. The Note bears interest at 5.0% per annum and matures on June 10, 2027. The Note, Commitment Shares and any Conversion Shares are unregistered.

Key Details

• Note date: September 10, 2026; maturity: June 10, 2027; interest: 5.0% per year.
• Company received $500,000 cash in exchange for a $600,000 principal Note and 250,000 commitment shares.
• Conversion: lender may convert outstanding principal and accrued interest only upon an Event of Default and only on or after June 10, 2027, at a price equal to 90% of the 10‑day VWAP prior to conversion request.
• Prepayment: company may prepay with a premium equal to 120% of the outstanding principal at prepayment. If the stock is trade-restricted (e.g., DTC chilled) and not cured, conversion price gets an extra 5% discount and the company pays a $750 fee per conversion.
• Registration rights: company must file an S-3 (or other available form if ineligible) registration statement by November 1, 2026 to cover resale of conversion shares and use commercially reasonable efforts to register any remaining registrable securities.

Why It Matters This transaction creates a near‑term debt obligation and potential future equity dilution. The company received $500,000 in cash now while taking on a $600,000 principal note that could convert into shares under defined circumstances (notably tied to a default). The 250,000 commitment shares were issued up front, increasing outstanding shares immediately; additional dilution could occur if conversion happens. The short maturity (June 2027) and prepayment premium (120%) are material financing terms investors should note when assessing Nordicus’s near-term capital needs and shareholder dilution risk.