Polar Power taps Mayers Ventures for convertible note at a 10% PIK rate
What's the deal? Polar PowerDealroom has a profile for this one. Try Dealroom → (NASDAQ: POLA) has issued a convertible promissory note to Mayers Ventures LLC, the company disclosed in an SEC 8-K filing. The agreement, dated June 30, 2026, is a post-IPO convertible financing.
How does it work? The note accrues interest at 10% per annum, compounded monthly and paid-in-kind — meaning interest is added to the principal rather than paid in cash. Mayers can convert the outstanding principal and accrued interest into Polar Power common stock.
The conversion terms: The conversion price is set at 90% of the lowest daily volume weighted average price (VWAP) of the stock over the seven trading days before a conversion notice. A floor price applies while the shares are listed, set at 20% of the closing price on the trading day before funding.
What Mayers gets: Beyond the discounted conversion right, Mayers can designate one individual to Polar Power's board of directors. Shares issuable upon conversion will be classed as "Registrable Securities" in a planned registration rights agreement, potentially enabling later resale.
What could go wrong? The discounted conversion feature lets Mayers acquire shares below market, which could substantially dilute existing shareholders — especially if the stock price falls. The note and conversion shares are unregistered and carry transfer restrictions.
The fine print: The conversion and floor prices carry anti-dilution adjustments for stock splits, dividends, and similar actions. The agreement also includes acceleration and investor protections tied to delisting, trading suspensions, or a going-private transaction.
The signal: Convertible notes with variable, VWAP-linked pricing and board rights are a common route for smaller listed companies to raise capital when conventional equity or debt is harder to secure. For Polar Power shareholders, the trade-off is fresh funding against the risk of dilution and shifting governance.
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