8-K
filed May 2, 2024, 7:59 PM ET
CIK 0001476963
debt
confidence high
sentiment neutral
materiality 0.65
Scorpius Holdings, Inc.: debt financing — Scorpius Holdings secures $750K loan from CEO-controlled entity; restructures $2.25M convertible note
Scorpius Holdings, Inc.
- New $750,000 1% promissory note due July 1, 2024 from Elusys Holdings (controlled by CEO Jeffrey Wolf).
- Prior $2,250,000 convertible note amended and restated; maturity extended to September 1, 2025.
- Conversion price set at 110% of VWAP ($0.39109), subject to adjustment if public financing within 60 days.
- Transaction is a related-party deal; securities sold under Section 4(a)(2)/506(b) and Section 3(a)(9).
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Scorpius Holdings, Inc. incurred loan of $750,000 with Elusys Holdings Inc. at 1% maturing July 1, 2024.
- Instrument
- loan
- Principal
- $750,000
- Counterparty
- Elusys Holdings Inc.
- Rate
- 1%
- Maturity
- July 1, 2024
- Event
- incurrence
Exact text from the filing
the Buyer agreed to loan the Company $750,000 and the Company agreed to sell to the Buyer a 1% non-convertible promissory note due July 1, 2024 in the principal amount of $750,000
View on SEC.gov
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Scorpius Holdings, Inc. amended convertible notes of $2,250,000 with Elusys Holdings Inc. at 1% maturing September 1, 2025.
- Instrument
- convertible notes
- Principal
- $2,250,000
- Counterparty
- Elusys Holdings Inc.
- Rate
- 1%
- Maturity
- September 1, 2025
- Event
- amendment
Exact text from the filing
agreed to issue to Buyer an amended and restated 1% convertible promissory note in the principal amount of $2,250,000 (the “Restated Note”) in exchange for that certain prior 1% convertible promissory note, dated January 26, 2024, issued to Buyer in the principal amount of $2,250,000 to amend Section 2(b) thereof relating to certain adjustments in the conversion price and extend its maturity date to September 1, 2025
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Scorpius Holdings, Inc. entered into Note Purchase Agreement with Elusys Holdings Inc. valued at $750,000 (effective 2024-05-01).
- Action
- entry
- Agreement
- notes offering
- Counterparty
- Elusys Holdings Inc.
- Value
- $750,000
- Effective
- 2024-05-01
Exact text from the filing
On May 1, 2024, Scorpius Holdings, Inc. (the “Company”) entered into a Note Purchase Agreement (the “Purchase Agreement”) with Elusys Holdings Inc., a Delaware corporation (“Buyer”), which is a company controlled by the Company’s Chairman, Chief Executive Officer and President, Jeffrey Wolf, pursuant to which the Buyer agreed to loan the Company $750,000 and the Company agreed to sell to the Buyer a 1% non-convertible promissory note due July 1, 2024 in the principal amount of $750,000 (the “Note”) for $750,000 in cash
View on SEC.gov
Material Agreements
SEC 8-K Item 1.01/1.02
confidence 0.9
Scorpius Holdings, Inc. amended Restated Note with Elusys Holdings Inc. valued at $2,250,000 (effective 2024-05-01).
- Action
- amendment
- Agreement
- notes offering
- Counterparty
- Elusys Holdings Inc.
- Value
- $2,250,000
- Effective
- 2024-05-01
Exact text from the filing
agreed to issue to Buyer an amended and restated 1% convertible promissory note in the principal amount of $2,250,000 (the “Restated Note”) in exchange for that certain prior 1% convertible promissory note, dated January 26, 2024, issued to Buyer in the principal amount of $2,250,000 to amend Section 2(b) thereof relating to certain adjustments in the conversion price and extend its maturity date to September 1, 2025
View on SEC.gov
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