Scorpius Holdings, Inc.: debt financing — Scorpius Holdings amends convertible note to lower conversion price; issues $485K note

Scorpius Holdings, Inc.

Conversion price set to lower of $0.06 or 55% of avg 3 lowest trading prices over 20 days.
Removed stockholder approval requirement and $2.7M conversion cap on existing $12.4M note.
Company lacks sufficient authorized shares; full conversion at current price would issue ~345M shares.
Issued $485,000 non-convertible promissory note at 5% interest, maturing by Aug 31, 2025, with 5% prepayment premium.

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 $485,000 with an institutional investor at 5.0% per annum maturing the earlier of: (i) August 31, 2025; (ii) the consummation of a Corporate Event (as such term is defined in the Note); or (iii) when, upon or after the occurren.

Instrument: loan
Principal: $485,000
Counterparty: an institutional investor
Rate: 5.0% per annum
Maturity: the earlier of: (i) August 31, 2025; (ii) the consummation of a Corporate Event (as such term is defined in the Note); or (iii) when, upon or after the occurren
Event: incurrence

Exact text from the filing

the Company also issued a non-convertible promissory note (the “Note”) in the principal amount of Four Hundred Eighty-Five Thousand Dollars ($485,000) to an institutional investor (the “Holder”).

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Source: SEC EDGAR

accession 0001079973-25-001174

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