Rubico Closes $8.5M First Tranche of Reset Convertible Notes; Second $5M Tranche Gated
RUBI has more than doubled off its 52-week low of $0.25 on elevated volume (4.4× avg).
Summary
Rubico closed the first $8.5M tranche of a $15M convertible note deal with a VWAP-reset conversion down to a $0.10 floor and warrants — a structure that could convert into tens of millions of shares against a roughly 605,000-share base. The second $5M tranche is gated behind a $1.00 share price and $200,000 daily dollar volume.
Key Events · Financing and Capital Events · RUBI
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First Tranche Closed at $8.5M
Rubico issued $9,444,444 principal of senior convertible notes for $8,500,000 gross on October 19, 2026 — a 10% original issue discount — plus warrants to buy $9,444,444 of stock and 1,295,179 commitment shares.
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Reset Conversion Down to $0.10 Floor
Notes convert at the lower of a $0.3646 fixed price or 85% of the lowest 10-day VWAP, floored at $0.10. At the floor the $9.44M principal converts into up to 94,444,445 shares versus about 605,012 shares outstanding as of June 30, 2026.
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Second $5M Tranche Is Conditional
The additional $5,555,556 principal requires a prior-day close of at least $1.00, $200,000 average daily dollar volume over five days, and the Initial Notes paid down below $2,500,000 — none of which is assured at today's $0.50 price.
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Reverse Split Covenant Triggered by Price
If the stock closes below $0.50 for five consecutive trading days, the company must effect a reverse split of at least 1-for-5 within 30 trading days.
Analysis · RUBI · Energy & Transportation
Rubico has drawn the first $8.5M of a $15M convertible-note facility, and the terms are brutal for existing holders. Conversion prices at the lower of a $0.3646 fixed price or 85% of the lowest 10-day VWAP, with a $0.10 floor — at that floor the $9.44M principal alone would convert into roughly 94.4 million shares against about 605,000 shares outstanding as of June 30, 2026. On top of that, the warrants add another 25.9 million shares at $0.3646, and 1.3 million commitment shares are issued. The second $5M tranche is not committed: it requires a prior-day close of at least $1.00 (the stock is $0.50 today), $200,000 average daily dollar volume, and the first note paid down below $2.5M. The company also agreed to a 30-trading-day equity issuance standstill, a six-month ban on other variable-rate deals, a 50% participation right for the buyer, and a covenant forcing a reverse split of at least 1-for-5 if the stock closes below $0.50 for five straight days. Proceeds are for working capital, not vessel purchases.
How filings like this one have moved
In the 30 days to Oct 19, 2026, 37.9% of the 895 measured filings Wiseek scored 8 moved their stock by 5% or more by the next session's close. The median move was -0.87%. These are measured outcomes after filings of this importance, not a forecast for this one.
Measured one observation per ticker per day, after exclusions. Current figures: Filing Impact Tracker · open dataset
At the time of this filing, RUBI was trading at $0.50 on NASDAQ in the Energy & Transportation sector, with a market capitalization of approximately $1.3M. The 52-week trading range was $0.25 to $81,502.24. This filing was assessed with negative market sentiment and an importance score of 8 out of 10.