XML 41 R24.htm IDEA: XBRL DOCUMENT v3.24.1.u1
Subsequent Events
12 Months Ended
Dec. 31, 2023
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 16 – SUBSEQUENT EVENTS

 

On January 16, 2024, the Company filed a certificate of Amendment with the state of Nevada to increase the number of authorized common shares to 150,000,000.

 

On February 8, 2024, Applied UV, Inc. (the “Company”), SteriLumen, Inc. and MunnWorks, LLC (together with SteriLumen, Inc., the “Subsidiaries”) entered into that certain Business Loan and Security Agreement (the “First Loan Agreement”) with Cedar Advance LLC (the “Lender”).

 

Pursuant to the First Loan Agreement, the Company borrowed a total of $515,000 from the Lender at an annual interest rate of 29% for a term of a total of 40 weeks (the “First Loan”). In the Event of Default, and if not cured within three (3) business days, the Company will grant to the Lender a continuing interest, subject to the first priority security interest granted to Pinnacle Bank, in and to any and all amounts owing to the Company now or in the future and all other tangible and intangible personal property. In the Event of Default, the Lender may, among other things, debit amounts due from the Company’s checking account and accelerate the total principal amount, including any accrued interest, immediately. In the event of acceleration, interest thereafter will accrue on the total amount due at 24% per annum. The First Loan may be prepaid at any without penalty.

 

On March 10, 2024, the Company and the Subsidiaries entered into another Business Loan and Security Agreement (the “Second Loan Agreement” and, together with the First Loan Agreement, the “Loan Agreements”) with the Lender.

 

Pursuant to the Second Loan Agreement, the Company borrowed a total of $772,500 from the Lender at an annual interest rate of 28% for a term of a total of 40 weeks (the “Second Loan”). In the Event of Default, and if not cured within three (3) business days, the Company will grant to the Lender a continuing interest, subject to the first priority security interest granted to Pinnacle Bank, in and to any and all amounts owing to the Company now or in the future and all other tangible and intangible personal property. In the Event of Default, the Lender may, among other things, debit amounts due from the Company’s checking account and accelerate the total principal amount, including any accrued interest, immediately. In the event of acceleration, interest thereafter will accrue on the total amount due at 24% per annum. The Second Loan may be prepaid at any without penalty.

 

The Loan Agreements contain customary representations and warranties and customary affirmative and negative covenants applicable to the Company and the Subsidiaries, including, without limitation, restrictions on liens and transfer or disposal of assets. The Company intends to use the net proceeds from the Loan Agreements for general corporate purposes, including working capital.

 

Pursuant to the terms of the November 2023 Offering (Note 9), from January 1, 2024 through April 16, 2024, 840,627 Series A warrants and 86,363 Series B warrants have been exercised for a total of 926,990 shares at an exercise price of $1.58 for a total of $1,464,644. Additionally, during this same time period, a total of 417,621 pre-funded warrants have been exercised.

 

On January 2,2024, a total of 50,000 shares of the Company’s common stock were issued to TraDigital Marketing Group as compensation for services rendered.

 

On March 27, 2024, Applied UV, Inc., a Nevada corporation (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional investors (the “Purchasers”) pursuant to which the Company sold, in a registered direct offering, an aggregate of (i) 538,000 shares (the “Shares”) of common stock, par value $0.0001 per share, of the Company (“Common Stock”); and (ii) 1,188,875 pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 1,188,875 shares of Common Stock (the “Pre-Funded Warrant Shares”). The offering price per Share was $1.60 and the offering price per Pre-Funded Warrant was $1.5999.

 

Each Pre-Funded Warrant is exercisable for one share of Common Stock for $0.0001 immediately upon issuance until all of the Pre-Funded Warrants are exercised in full. The number of Pre-Funded Warrant Shares are subject to adjustments for stock splits, recapitalizations and reorganizations.

 

The Shares, Pre-Funded Warrants and Pre-Funded Warrants Shares were offered pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-266015), which was declared effective by the Securities and Exchange Commission (the “SEC”) on July 12, 2022, as supplemented by a prospectus supplement and accompanying base prospectus dated as of March 27, 2024 filed with the SEC on March 29, 2024 pursuant to Rule 424(b)(5) promulgated under the Securities Act of 1933, as amended (the “Securities Act”).

 

In a concurrent private placement, the Company also issued to the Purchasers unregistered warrants (the “Warrants”) to purchase up to an aggregate of 518,065 shares (the “Warrant Shares”) of Common Stock at an exercise price of $16.00 per share, subject to adjustment for reverse stock splits, recapitalizations and reorganizations. The Warrants are immediately exercisable until the date that is five (5) years from April 1, 2024.

 

Pursuant to this offering, 538,000 common shares were issued, and 675,437 pre-funded warrants were exercised from April 1, 2024 through April 16, 2024.