Business Context and Reporting Period
MKDWELL Tech Inc., a British Virgin Islands business company, filed this Form 6-K on May 14, 2025, for the month of May 2025. The filing reports on a material amendment to a previously disclosed convertible promissory note agreement.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, or liquidity metrics. The only financial figures disclosed relate to a specific debt instrument:
- Convertible Note Principal: $1,851,000
- Purchase Price Received: $1,700,000
- Transaction Date: November 26, 2024 (Closed December 9, 2024)
- Counterparty: Streeterville Capital, LLC
Material Changes
On May 13, 2025, the Company entered into an amendment to the November 2024 Convertible Note. The primary change revises the definition of the "Conversion Price" as follows:
- The new Conversion Price is 80% of the lower of:
- (a) The closing trade price of the Ordinary Shares on the prior trading day; or
- (b) The average closing trade price of the Ordinary Shares for the prior 10 trading days.
Outlook, Risks, and Unusual Items
Regulatory Disclosure: The Company intends to file a prospectus supplement to its Form F-1 Registration Statement (No. 333-284420) within two trading days of the Amendment date to disclose these changes.
Risks and Contingencies: The filing notes that the description of the Amendment is not complete and is qualified by reference to the full text of the Amendment (Exhibit 10.1). No other risks or unusual items are detailed in this specific report.
Investor Verification Checklist
- Verify the full text of the Amendment to Convertible Promissory Note (Exhibit 10.1) for additional terms not summarized here.
- Monitor the upcoming prospectus supplement to the Form F-1 Registration Statement for updated disclosure.
- Assess the potential dilution impact of the revised 80% conversion price formula on existing shareholders.
- Confirm the current status of the $1,851,000 principal obligation and any accrued interest.