SPWR · SunPower Inc.

SunPower's issuance of $41 million in 10% convertible senior secured notes due 2029 addresses immediate liquidity needs while restructuring its debt profile. The offering comprises $25 million to institutional buyers for cash, $6 million to a CEO-affiliated entity converting prior SAFEs, and $10 million exchanging part of CPP's Seller Note from the Sunder Energy acquisition, alongside $4 million cash to CPP and issuance of a $7 million amended unsecured note. This facilitates $5 million prepayment on the YA debenture (reducing it to $5 million, repayable in four $1.287 million monthly installments from May 2026), $4.75 million Siemens settlement, and $1.5 million fees, yielding ~$9.75 million net proceeds for working capital and full YA payoff. Concurrently, $21.25 million of 7.0% notes were exchanged for 18.8 million shares, achieving $40 million total debt reduction as highlighted in the press release. The notes carry a 10% coupon payable quarterly, convertible at $1.64/share (45% premium to April 21 closing), with security via first-priority liens on most assets guaranteed by Complete Solar, Inc. Customary covenants limit indebtedness, dividends, and investments, with events of default including payment failures and cross-defaults over $10 million. YA consented to the liens and notes issuance. This high-yield secured financing, unregistered under Section 4(a)(2), bolsters balance sheet flexibility amid solar market pressures, though dilution risk from up to 36.3 million conversion shares and ongoing interest burdens remain key investor considerations.