Perfect Moment Ltd. Debt Disclosure

8. DEBT

 

Short-Term Borrowings

 

During the years ended March 31, 2026 and 2025, the Company entered into business loan and security agreements (the “Term Loans”) with a lender for short-term loans to be provided by the lender, or the lender’s assignees (collectively, the “Lenders”) that mature 30-weeks from the date of a borrowing. No amount of repaid borrowings may be reborrowed. During the year ended March 31, 2026 and 2025, the Company borrowed a gross amount of $1,988 and $8,658, respectively, net of fees of $658 and $2,866, respectively, which were recorded as a debt discount and are being amortized over the term of the Term Loans.

 

During the years ended March 31, 2026 and 2025, the Company made total repayments of $4,725 and $5,742, respectively. During the years ended March 31, 2026 and 2025, the company amortized $1,544 and $1,801, respectively, of the debt discount to interest expense. As of March 31, 2026 and 2025, the Company had outstanding borrowings of $nil and $2,738, respectively, and an unamortized debt discount of $nil and $887, respectively, resulting in a net balance of $nil and $1,851, respectively.

 

Trade Finance Facility

 

The Company, through PMA, had a trade finance facility extended on goods for which letters of credit are issued to the Company’s suppliers by a financial institution. The trade facility agreement was entered into in June 2022 and subsequently amended since with the most recent amendment in August 2024. The outstanding balance under the trade finance facility of $2,495 as of March 31, 2025 was repaid in full during June 2025. The trade finance facility was subsequently terminated in August 2025. The Company was permitted to draw on the trade finance facility agreement to the extent that there is a deposit made to a specified account with the financial institution.

 

The trade finance facility, as amended in August 2024, provides for (a) import facilities up to $2,700 as of March 31, 2025, with repayment due 120-days from the draw, and (b) post-shipment buyer loans up to $1,800 as of March 31, 2025 with repayment due 90-days from the draw. A commission fee equal to 0.25% and 0.0625% was charged on the first $50 and balances in excess of $50 respectively, drawn under the trade finance facility.

 

For drawings in Hong Kong dollars, the interest rate equaled the Hong Kong Interbank Offered Rate (“HIBOR”) plus 3.0%, and for drawings in U.S. dollars, the interest rate equaled the Secured Overnight Financing Rate (“SOFR”) plus 3.3%.

 

As of March 31, 2025, the cash deposit associated with the trade finance facility agreement was $1,350 and is recorded as restricted cash on the accompanying consolidated balance sheets.

 

2024 Debt Financing

 

In December 2024, the Company entered into a convertible secured promissory note (“2024 Debt Financing”) whereby the Company completed convertible debt financing (“2024 Debt Financing”), from one investor, for gross proceeds of $2,000, to provide working capital for its operations. The Company’s convertible debt obligations were secured by a security interest over the assets of the Company.

 

In March 2025, $2,000 in principal converted into an aggregate 2,000,000 shares of the Company’s common stock, at a conversion price of $1.00 (see Note 10 ). At the time of conversion, accrued but unpaid interest of $93 was included in the balance of accrued expenses in the accompanying consolidated balance sheets as of March 31, 2025, which was paid in cash to the lender during the year ended March 31, 2026.