Business Context and Reporting Period
Company: MKDWELL Tech Inc.
Filing Type: Form 6-K (Report of Foreign Private Issuer)
Reporting Period: December 2025 (Filed December 5, 2025)
Context: The filing discloses the entry into a Forbearance and Standstill Agreement with Streeterville Capital, LLC regarding a previously issued convertible promissory note.
Key Financial Metrics
The filing does not provide comprehensive financial statements (revenue, profit, cash flow, or margins). Specific debt-related metrics disclosed include:
- Original Note Principal: $1,851,000 (Issued November 26, 2024).
- Purchase Price Received: $1,700,000.
- Current Status: The note is in default regarding the delivery of certain conversion shares.
- Accretion: Outstanding balance increases by 0.5% monthly from December 3, 2025, through May 3, 2026.
- Liquidity Constraint: The Company may make voluntary payments of up to $100,000 per month during the standstill period to prevent conversion.
Material Changes
On December 2, 2025, the Company and Streeterville Capital, LLC entered into a Forbearance and Standstill Agreement. Key changes include:
- Default Forbearance: The Investor agreed to temporarily forbear from exercising enforcement rights related to the default of not delivering conversion shares.
- Maturity Extension: The Note's maturity date was extended to June 9, 2026.
- Repayment Terms: The Company agreed to repay any remaining balance in cash by the new maturity date.
- Conversion Mechanics: If the Company fails to make a $100,000 monthly payment during the standstill period (Dec 1, 2025 – Feb 28, 2026), the Investor may convert up to $100,000 of the balance into Ordinary Shares, subject to a floor price of $0.04 per share.
Outlook, Risks, and Contingencies
- Contingency: The Company faces a risk of dilution if it cannot make the optional $100,000 monthly payments, allowing the Investor to convert debt to equity.
- Liquidity Risk: The agreement highlights potential cash flow constraints, as the Company must manage monthly payments to avoid conversion while preparing for full cash repayment by June 2026.
- Management Commentary: The filing references prior disclosures (Dec 2024, May 2025) regarding the initial note and amendments but provides no forward-looking guidance on operations or revenue.
Investor Verification Checklist
- Verify the current outstanding balance of the Note, including accrued 0.5% monthly increases since December 3, 2025.
- Confirm whether the Company has made the optional $100,000 payments for December 2025 and January 2026 to prevent conversion.
- Review the full text of the Forbearance and Standstill Agreement (Exhibit 10.1) for additional covenants or default triggers.
- Assess the Company's liquidity position to determine its ability to repay the full balance in cash by the June 9, 2026 maturity date.