CDT Equity issues $6.75 million convertible note to J.J. Astor & Co.

CDT Equity Inc. disclosed in an 8-K dated October 6, 2026 that it issued a senior secured convertible note to J.J. Astor & Co. for a principal amount of $6,750,000, to be funded in two tranches.¹ The note matures March 24, 2027 and is payable in 24 weekly installments of $168,750 each, starting October 14, 2026, subject to increase once the second tranche funds.¹ It was issued under a loan agreement originally dated June 11, 2026 among the company, CDT Equity Ltd. as subsidiary guarantor, and the lender.¹

For the first tranche, CDT Equity received $3,000,000, corresponding to $4,050,000 of the principal amount before closing fees, and the company's net proceeds after fees were $2,869,850.¹ A second tranche of $2,000,000, tied to the remaining $2,700,000 of principal, depends on conditions to be met by December 31, 2026, including an effective resale registration statement, stockholder approval, no default, and the common stock closing at or above $3.00 for five straight trading days before that closing.¹

The company also issued warrants to the lender for 225,000 shares at an exercise price of $0.9177 per share, exercisable immediately and expiring five years from issuance.¹ Under the agreement, 80% of net proceeds from CDT's at-the-market program with A.G.P./Alliance Global Partners generated on or after October 6, 2026 must go first to this new note before any funds go toward the company's existing June 2026 convertible note.¹

Conversion terms set the price at the greater of 70% of the lowest closing price over the 20 trading days before conversion or a floor price of $0.18354.¹ The lender's conversion rights are capped at 4.99% of outstanding shares, with discretion to raise that limit to 9.99% or 19.99%.¹ Issuance of conversion and warrant shares still requires Nasdaq-mandated stockholder approval, which CDT agreed to seek at a meeting no later than November 13, 2026.¹