v3.26.1
SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2026
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

Note 13 - SUBSEQUENT EVENTS

 

Dakota Lithium Asset Purchase Agreement

 

On July 31, 2026, Legacy Dragonfly entered into an asset purchase agreement (the “Asset Purchase Agreement”) with Clean Liquidation, LLC (assignment for the benefit of creditors), pursuant to which Legacy Dragonfly acquired substantially all of the operating assets associated with the Dakota Lithium® brand and assumed certain related liabilities. The aggregate purchase price was $4.0 million, consisting of $1.0 million in cash and 1,500,000 shares of the Company’s common stock issued at $2.00 per share for an aggregate value of $3.0 million. The Asset Purchase Agreement contains customary representations and warranties, covenants, indemnification provisions, and closing conditions.

 

In connection with the Asset Purchase Agreement, the Company entered into a Securities Receipt Agreement with certain recipients, pursuant to which the Company issued the shares in exchange for a release of secured claims against the acquired assets. The shares are subject to a 12-month lock-up period, transfer restrictions, and a restrictive legend.

 

Seventh Term Loan Amendment

 

On July 31, 2026, the Company, Legacy Dragonfly, and Battle Born Battery Products, LLC entered into the Seventh Amendment (the “Seventh Amendment”) to the Term Loan Agreement with the lenders and Alter Domus (US) LLC, as agent. Under the Seventh Amendment, among other things, (i) the lenders consented to the asset acquisition described above, (ii) the interest rate was modified to 14.0% per annum (from 12.0%), with all interest payable-in-kind through December 31, 2026, (iii) the commencement date for testing the maximum senior leverage ratio and fixed charge coverage ratio covenants was extended from March 31, 2027 to September 30, 2027, and (iv) the minimum liquidity covenant was modified to require minimum liquidity of $4.0 million from August 31, 2026 through January 31, 2027, and $5.0 million thereafter.

 

At-the-Market Offering Program

 

Subsequent to June 30, 2026, the Company issued 124,975 shares of its common stock through its at-the-market offering program, for which it received proceeds of approximately $148, net of commissions.