
DealsJul 1, 2026, 04:07 PM
Forum Markets Amends Zippy Stock Purchase Agreement
AI Summary
Forum Markets Inc. and Zippy, Inc. entered into Side Letter Amendment No. 2 to their Series B-3 Preferred Stock Purchase Agreement. This amendment restructures the calculation and payment of the "Final Make Whole Amount" by replacing a single true-up determination date of June 30, 2026, with a trifurcated framework. The new framework includes three separate measurement and payment dates: July 31, 2026, September 30, 2026, and December 31, 2026, each with its own make-whole calculation based on a $10.50 per share price. This change is intended to provide both parties with greater flexibility and to spread the risk associated with the performance of Forum Markets' common stock.
Key Highlights
- Amended Series B-3 Preferred Stock Purchase Agreement with Zippy, Inc.
- Replaced single true-up date with three separate measurement dates.
- New true-up dates: July 31, 2026, September 30, 2026, and December 31, 2026.
- Make-whole amount based on $10.50 per share price.
- Zippy may sell up to 285,714 shares per period.
- Payments due within 10 business days after each true-up date.
- Aims to provide greater flexibility and spread risk for both parties.
Price Impact
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