SMX (Security Matters) Public Ltd Co current report, Q4 FY2023

Business Context and Reporting Period

SMX (Security Matters) Public Limited Company filed a Form 6-K for December 2023, signed December 1, 2023. The filing reports share issuances resulting from conversions of outstanding convertible promissory notes.

Key Financial and Capital Metrics

  • Between September 19 and November 28, 2023, the company issued 1,178,680 ordinary shares upon conversion of approximately $1.407 million of principal amount of convertible promissory notes.
  • As of November 30, 2023, 3,946,081 ordinary shares were issued and outstanding.
  • The filing does not provide revenue, profit, cash flow, margin, debt balance, liquidity, or other operating financial metrics.

Material Changes and Unusual Items

  • The note conversions increased the company’s outstanding ordinary shares and reduced the principal amount of the converted convertible notes.
  • The transactions involved no underwriters, underwriting discounts, commissions, or public offering.
  • The issuances were reported as exempt from Securities Act registration under Section 4(a)(2), Regulation D, or Regulation S.

Guidance, Outlook, and Risks

The filing provides no management guidance, business outlook, risk update, contingencies, or discussion of operating performance.

Investor Verification Items

  • Verify the final outstanding principal balance and terms of the convertible promissory notes after the reported conversions.
  • Assess the potential dilution from the 1,178,680 newly issued shares and any additional shares issuable under remaining convertible instruments.
  • Confirm the company’s current share count and capitalization table, as the reported 3,946,081 shares outstanding is stated as of November 30, 2023.
  • Review subsequent filings for additional conversions, equity issuances, or changes in financing arrangements.