Business Context and Reporting Period
This Form 6-K filing by Safe-T Group Ltd. (also referenced as Alarum Technologies Ltd. in metadata) covers the month of December 2019. The report details a corporate action regarding the extension of a "Greenshoe Option" related to a Securities Purchase Agreement dated April 9, 2019, with lenders Alpha Capital Anstalt and Anson Investments Master Fund LP.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, or liquidity metrics. Specific debt-related figures disclosed include:
- Greenshoe Option Cap: Up to $3,000,000 of additional debentures available to lenders.
- Previous Exercises: $400,000 exercised on August 30, 2019, and $500,000 exercised on October 31, 2019.
- Debt Terms: 18-month term from issuance; 8% annual interest payable quarterly in cash or ADSs.
- Conversion Price: $8.00 per ADS, subject to adjustments.
Material Changes
The primary material change reported is the Board of Directors' resolution on December 4, 2019, to extend the expiration date of the remaining Greenshoe Option from December 4, 2019, to January 4, 2020. This allows lenders additional time to purchase up to the remaining balance of the $3,000,000 option.
Outlook, Risks, and Contingencies
The filing notes that lenders hold a "most favored nation" right for subsequent financings on better terms during the debenture term, allowing conversion into such financing on a dollar-for-dollar basis. No specific forward-looking guidance, risk factors, or unusual items beyond the debt extension are detailed in this specific report.
Investor Verification Checklist
- Verify the total amount of the Greenshoe Option remaining after the August and October 2019 exercises.
- Confirm whether the lenders exercise the extended option by the new January 4, 2020, deadline.
- Review the impact of the 8% interest rate and potential conversion into ADSs on future dilution.
- Check for any subsequent financing events that might trigger the "most favored nation" clause.