Monitor progress of the FORL/Data443 De-SPAC transaction; the note payments are contingent on 'Date of Deal Close.' If the deal closes, watch for repayment or conversion risk. The $2M debt and potential dilution from conversion and finder shares could pressure the stock, but the eventual listing on a major exchange may provide a catalyst.
Price Chart
Executive Summary
Data443 issued a $2M promissory note to Guangzhou Xiaoyu DiDa Technology (XYDD) as compensation for terminating a prior business combination, clearing the path for Data443's own De-SPAC with Four Leaf Acquisition (FORL). The note is payable in two installments after deal close, with a 15% default interest rate and a conversion feature that could dilute existing shareholders. The filing also allocates 1.8M shares of the combined company to a finder.
Key Facts
- Data443 issued a $2,000,000 promissory note to XYDD as compensation for terminating the FORL/XYDD business combination to allow FORL to pursue a De-SPAC with Data443.
- Note payable in two $1M installments within 90 and 120 days after deal close, interest-free if paid on time; 15% default interest on late payments.
- If not repaid within 12 months, XYDD can convert the outstanding amount into PubCo shares at 80% of 20-day VWAP, subject to a 50% floor and 19.99% issuance cap.
- 1,800,000 shares of PubCo allocated to S.SHUN Holdings Limited as a finder fee related to the terminated XYDD/FORL deal.
- The filing is directly tied to the pending De-SPAC transaction between Data443 and FORL.
Financial Impact
Data443 incurs a $2,000,000 debt obligation, with potential further dilution from conversion if not repaid. The 1.8M finder shares represent additional equity issuance. Relative to a micro-cap OTC company, this is material.
Risk Factors
- Dilution from conversion of the note into PubCo shares at a discount to VWAP.
- Default interest of 15% if payments are missed, increasing financial burden.
- Uncertainty around the timing and completion of the De-SPAC transaction with FORL.
- Additional dilution from the 1.8M finder shares allocated to S.SHUN Holdings.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001493152-26-033828 |
| Exhibit: ex10-1.htm | 0001493152-26-033828 |
| Document: 0001493152-26-033828-index-headers.html | 0001493152-26-033828 |
| Document: 0001493152-26-033828-index.html | 0001493152-26-033828 |
| Document: 0001493152-26-033828.txt | 0001493152-26-033828 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 22, 2026 5d ago | 8-K | $0.000100 | awaiting T+60 | — | $0.00010000 (−0.00%) |
Oct 14, 2026 13d ago | 8-K | $0.000200 | awaiting T+60 | — | $0.00010000 (−50.00%) |
Jul 20, 2026 14w ago | 8-K | $0.000100 $0.000100 | · 0.00% | ▼ −5.10% | $0.00010000 (−0.00%) |
Jul 20, 2026 14w ago | 8-K | $0.000100 $0.000100 | · 0.00% | ▲ +5.10% | $0.00010000 (+0.00%) |
US Market Status
Subscribe to SecBot
Get Real-Time SEC Filing Intelligence
Comprehensive SEC filing analysis delivered the moment filings hit EDGAR. Sentiment scoring, impact analysis, and actionable insights for every material event.
Create a free account Live analysis, Telegram alerts, watchlists and the MCP server for subscribers