Alpha Modus Restructures Capital, Retires $41M in Mezzanine Equity

Monday, Aug 18, 2025 8:58 am ET1min read

Alpha Modus, a NASDAQ-listed company, has restructured its capital by eliminating approximately $41M in mezzanine equity. This move retires all remaining Series C Preferred Stock, effectively removing preferred equity from the balance sheet. The restructuring involves 4.3 million Series C shares.

Alpha Modus Holdings, Inc. (NASDAQ: AMOD), a leader in AI-powered retail engagement technologies, has announced a significant capital restructuring move. The company has agreed to eliminate approximately $41 million in mezzanine equity, retire all remaining Series C Preferred Stock, and deliver a cleaner, shareholder-aligned capital structure designed for sustainable growth [1].

The transaction involves the sole remaining preferred stockholder, The Alessi 2023 Irrevocable Trust, exchanging approximately 4.3 million shares of Series C Preferred Stock for 40,111,940 shares of Class A common stock. Under the terms of the agreement, the common shares issued will be subject to a transfer restriction through June 13, 2026, except for permitted transfers to affiliates, ensuring long-term insider alignment with shareholders [2].

William Alessi, Chief Executive Officer of Alpha Modus, stated, "This is a decisive move that will not only eliminate ~$41 million in mezzanine equity and reduce the Company’s stockholders’ deficit, but it also sends a strong signal of insider confidence in Alpha Modus’ long-term strategy. By agreeing to this exchange, my family has agreed to forego the downside price protection my family trust previously had holding preferred stock. We have created a simpler, stronger, and more investor-friendly capital structure that positions us to fully capitalize on our technology portfolio and market opportunities" [1].

The benefits of this transaction include eliminating ~$41 million in mezzanine equity, reducing stockholders’ deficit, improving financial strength and flexibility, retiring all remaining Series C Preferred Stock, aligning insider holdings with long-term common shareholder interests, and simplifying the Company’s capital structure, enhancing transparency for current and prospective investors [2].

Alpha Modus Holdings, Inc. is redefining the retail experience through its patented AI technologies, intelligent kiosks, and targeted consumer engagement tools. By integrating innovation with infrastructure, Alpha Modus is unlocking new monetization pathways for retailers and fintech providers alike [2].

References:
[1] https://finance.yahoo.com/news/alpha-modus-agrees-preferred-stock-120000287.html
[2] https://www.nasdaq.com/press-release/alpha-modus-agrees-preferred-stock-exchange-eliminate-41-million-mezzanine-equity

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