From what's tradeable today to what's realistically coming. Bigger = more selling pressure ahead.
The pure rubric weighting produces ~3.7: there are ZERO convertible instruments or preferred outstanding post-Closing (the 65,000 Hawthorn Series A/B shares were repurchased 2026-08-11 with MidCo Term Loan proceeds, and the $8.7M embedded derivative was extinguished), warrant overhang is trivial (244,146 CCFI warrant shares = 0.3% of outstanding; all public, private and Hawthorn warrants are gone), and the new TopCo/MidCo/TMX debt stack carries NO equity conversion feature. That clean instrument picture is genuinely bullish for structural dilution. The score is adjusted upward to 6 for one reason the base rubric under-weights: 76,765,355 shares — roughly 12x the estimated tradeable float — were issued unregistered on 2026-08-11 and MUST be registered for resale within 45 days of Closing (~2026-09-25), with demand and piggyback rights attached. That is not classic dilution (the shares already exist and are already in the outstanding count) but it is the single largest float-expansion mechanism available, and it is calendared. Score would be 3 without it and 9 if those shares were already registered and unrestricted.
Share Structure
Float to Fully Diluted Breakdown
Reported float from Insight Sentry (NASDAQ:KPLT) — 1,163,305 float against 4,972,405 shares outstanding, price $5.69, market cap $28.3M. Adjusted based on SEC filing analysis.
Float Discrepancy: our SEC analysis shows 6.45M vs 20.43M reported — overstated 3.2×
The Insight Sentry feed (float 1,163,305; shares outstanding 4,972,405; market cap $28.3M at $5.69) is PRE-MERGER and materially wrong on every line. It has missed: (1) the 2026-08-11 closing of the CCFI/Aaron's mergers, which issued 81,841,302 new shares and took outstanding from ~5.0M to ~87.4M — a ~16x increase; (2) the Hawthorn cashless exercise of 646,264 private warrants; (3) the repurchase ...
SANITY CHECK PASSED on baseline scale: reported float (1,163,305) is well below reported shares outstanding (4,972,405) and both are post-1:25-reverse-split (2023-07-28), so no split re-scaling is required. HOWEVER the entire feed is pre-merger and stale — it does not reflect the 2026-08-11 Closing.
Source: MARKET_DATA (Insight Sentry) vs XBRL cover page 2026-07-31
Shares issued between 2026-05-04 and 2026-07-31 (XBRL deterministic delta: 4,765,058 -> 4,972,405, +207,347 / +4.4%) — consistent with RSU settlement and pre-closing equity issuance; some portion is affiliate-held and not fully free-trading
Source: XBRL EntityCommonStockSharesOutstanding share_count_delta; 10-Q filed 2026-08-04 cover page
Estimated merger-consideration shares issued under the EFFECTIVE S-4 (333-296909) rather than under the Section 4(a)(2) private-placement exemption: 81,841,302 total merger shares issued less 76,765,355 stated as unregistered = ~5,075,947 registered shares, which would be free-trading in the hands of non-affiliates immediately
Source: 8-K filed 2026-08-11 Items 2.01/3.02 (58,516,558 + 11,011,927 + 11,369,237 + 943,580 issued; 76,765,355 unregistered)
Hawthorn cashless exercise of 646,264 private warrants at Closing — shares ISSUED but restricted securities held by a former 5%+ preferred holder/lender; EXCLUDED from tradeable float
Source: 424B3 2026-07-07 (Hawthorn Side Letter); 8-K 2026-08-11
76,765,355 merger shares issued unregistered under Section 4(a)(2) — Rule 144 restricted, NOT free-trading until the resale registration statement goes effective; EXCLUDED from tradeable float (carried in pending_overhang instead)
Source: 8-K filed 2026-08-11, Item 3.02 and Registration Rights Agreement
Reported float + filing adjustments
LOW confidence
Registered and convertible shares that could enter the float relative to current float size.
Share estimates are approximate. Convertible share counts based on current price. Review SEC filings for exact terms.
See the full breakdown
Red flags, financing counterparties, the deal timeline, and every SEC filing — free with an account.
Sign in to continue- 1-for-25·Jul 28, 2023~3 yr ago
- ▸Pending resale registration statement covering 76,765,355 restricted merger shares — filing deadline ~2026-09-25 under the Registration Rights Agreement
- ▸Katapult 2026 Equity Incentive Plan — at least 9,000,000 shares authorized (approved by stockholders 2026-08-06), ~10.3% of outstanding, with $12.3M+ of RSUs already granted to Hanson, Miller, Falkenstein and Baker
- ▸244,146 shares subject to assumed CCFI Warrants
- ▸255,149 legacy options (WAEP $6.97) and 97,135 unvested legacy RSUs
- ▸$78.0M undrawn delayed-draw capacity under the TopCo Term Loan (debt, non-dilutive, but 5% PIK accretes principal)
Market Data
$9.16
$45.57M
4.97M
20.43M
128.1K