Monitor for any Event of Default triggers (e.g., failure to file registration statement, trading suspension) which would accelerate the note at 150% of principal and drop conversion price to 70% of market, massively increasing dilution. The Series C preferred stock creation alongside the note suggests the company is using multiple financing vehicles to raise capital, indicating acute cash needs.
Price Chart
Executive Summary
Nuvve Holding Corp. entered into a securities purchase agreement with FirstFire Global Opportunities Fund, LLC, issuing a $280,000 promissory note (with $250,000 purchase price and $30,000 OID) convertible into common stock at a variable conversion price, and created a new Series C Convertible Preferred Stock designation. The combination of a new convertible debt facility with aggressive terms (12% interest, variable conversion at 85% of market price, 150% default acceleration) and the creation of a new preferred stock series signals ongoing financial distress and potential dilution for common shareholders.
Key Financial Metrics
Key Facts
- Issued $280,000 convertible promissory note to FirstFire Global Opportunities Fund, LLC with $250,000 net proceeds after $30,000 OID
- Note carries 12% interest rate, matures in 12 months, convertible at lesser of $1.40 or 85% of lowest VWAP in prior 10 trading days
- Upon an Event of Default, conversion price drops to 70% of lowest VWAP in prior 20 trading days and default amount equals 150% of outstanding principal plus interest
- Created 3,000 shares of Series C Convertible Preferred Stock with $1,000 stated value, 8% cumulative dividend, convertible at $1.40 per share
- Company had only 993,791 common shares outstanding as of September 10, 2026, making potential dilution from conversion very significant
- Note includes most-favored-nation clause, prohibition on variable rate transactions, and piggy-back registration rights
Financial Impact
Net proceeds of $250,000 from note; potential dilution from full conversion at current prices could be substantial relative to 993,791 shares outstanding
Risk Factors
- Highly dilutive conversion terms could flood the market with shares if conversion price drops below $1.40
- Event of Default provisions (150% acceleration, 70% market conversion) create severe downside risk for common shareholders
- Company's small share base (993,791 shares) means even modest conversions could cause significant dilution
- 12% interest rate and $30,000 OID on a $250,000 note represent very expensive financing
Investment Themes
Documents Analyzed
This report is based on 3 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001213900-26-100518 |
| Document: ea030565301ex3-1.htm | 0001213900-26-100518 |
| Document: ea030565301ex4-1.htm | 0001213900-26-100518 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 13, 2026 13d ago | 8-K | $3.23 | awaiting T+60 | — | $0.8100 (+74.92%) |
Oct 9, 2026 17d ago | 25-NSE | $1.15 | awaiting T+60 | — | $0.8100 (+29.57%) |
Oct 6, 2026 19d ago | 8-K | $1.21 | awaiting T+60 | — | $0.8100 (+33.06%) |
Sep 16, 2026 5w ago | 8-K | $3.23 | awaiting T+60 | — | $0.8100 (+74.92%) |
Jul 23, 2026 13w ago | 8-K | $3.23 $0.9900 | ▲ +69.35% | ▲ +73.55% | $0.8100 (+74.92%) |
Jun 25, 2026 17w ago | 8-K | $0.3280 | awaiting T+60 | — | $0.8100 (+146.95%) |
Jun 18, 2026 18w ago | 8-K | $0.3500 | awaiting T+60 | — | $0.8100 (−131.43%) |
Jun 15, 2026 19w ago | 8-K | $0.3580 | awaiting T+60 | — | $0.8100 (−126.26%) |
Jun 9, 2026 19w ago | DEFA14A / 8-K | $0.3698 | awaiting T+60 | — | $0.8100 (−119.04%) |
May 15, 2026 23w ago | 8-K | $7.36 $1.10 | ▲ +85.06% | ▲ +89.57% | $0.8100 (+89.00%) |
US Market Status
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