July 11, 2025 (GLOBE NEWSWIRE) -- Gauzy Ltd. (Nasdaq: GAUZ) (“Gauzy” or the “Company”), a global leader in vision and light control technologies, provided more details regarding the announcement this morning of significant insider purchases totaling 560,000 Gauzy ordinary shares from an existing investor. The transaction included 210,000 shares purchased by the CEO and Co-Founder, Eyal Peso, alongside an additional 350,000 shares purchased by Gauzy’s second largest, long-time investor and director nominee, Alejandro Weinstein. The private transaction was negotiated and signed in the first half of June 2025. Mr. Peso’s investment was financed entirely through a personal loan, further signaling his unwavering confidence in the Company.
8/2025 Weinstein becomes director
12/2/25 Gauzy loan and Weinstein and other director resign
Loan terms from SEC filing
The funding transactions were initially structured in a manner whereby the Company received an advance of $11 million in funds in exchange for the entry into Share Issuance Agreements with certain investors including Chutzpah Holdings and other stakeholders (the “Share Issuance Agreements”) whereby the Company committed to, within twenty-one (21) days from the date of the relevant agreement or such later date as decided by the investor in its sole discretion (such date, the “Issuance Date”), either (1) issue ordinary shares (or pre-funded warrants) to the investors at a price equal to 70% of the official closing price of the Company’s ordinary shares as reported on Nasdaq Stock Market (“Nasdaq”) for the trading day immediately prior to the applicable Issuance Date or the date of the relevant agreement, whichever is lesser (such price, the “Reference Price”); or (2) enter into a convertible loan agreement with the investors on terms acceptable to the investors in their reasonable discretion (the “Convertible Loan”).
Additionally, in the event that Company issues ordinary shares to the investors on the Issuance Date, the Company further agreed to issue to the investors warrants to purchase 100% of the ordinary shares issued to the investors on the Issuance Date with an exercise price equal to 125% of the Reference Price. The Convertible Loan, if consummated, will contain a conversion price equal to the Reference Price as well as other terms for convertible instruments of this nature as may be mutually agreed between the Company and the investors in their reasonable discretion.
The Company received an additional $1 million from Orion Infrastructure Capital (OIC), the Company’s existing senior lender, through a limited waiver to the existing Note Purchase Agreement with OIC (the “Note Purchase Agreement”) whereby OIC agreed to (i) waive certain specified defaults that may have occurred prior to the date of the limited waiver and (ii) waive payment in cash of the accrued interest payment on its outstanding loan for the third quarter of 2025, which amount will be paid in kind on December 31, 2025 or, if the Convertible Loan is consummated prior to December 31, 2025, treated as additional borrowings under the Convertible Loan.
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……. so directors resigned? To fund company at a great share price?? Great terms for the funders, interesting Weinstein bought in and has funded the company at much higher prices , last shares bought 7/25 , neither he nor the CEO saw the shortfall coming? |
