Scorpius Holdings, Inc.: M&A transaction — Scorpius Holdings loses substantially all non-cash assets in foreclosure sale; all CDMO employees terminated

Scorpius Holdings, Inc.

Foreclosure on Dec 10, 2025; $15.2M net proceeds applied to $30.2M secured debt; $17.4M pro-forma loss on foreclosure.
Disposed assets include all non-cash CDMO/R&D assets (lab equip $8.1M, leasehold $1.1M, inventory, prepaids).
All CDMO employees terminated Dec 10, 2025; majority joined Velocity Bioworks (Tivic Health Systems unit), buyer.
Post-foreclosure, co retains cash $520K, receivables $25K, prepaid $83K, and minimal lease obligations.
Remaining secured debt $14.9M after proceeds applied (convertible $14.5M, non-convertible $0.5M).

Key facts

Extracted from this filing and checked against the source text.

M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.95

Scorpius Holdings, Inc. completed a disposition involving 3i, LP as collateral agent for secured noteholders and Velocity Bioworks, Inc. (wholly owned subsidiary of Tivic Health Systems, Inc.) as buyer for foreclosure sale; net proceeds of $15.2 million used to partially settle secured debt with balance of $30.2 million (closed 2025-12-10).

Action: disposition
Counterparty: 3i, LP as collateral agent for secured noteholders and Velocity Bioworks, Inc. (wholly owned subsidiary of Tivic Health Systems, Inc.) as buyer
Consideration: foreclosure sale; net proceeds of $15.2 million used to partially settle secured debt with balance of $30.2 million
Closing: 2025-12-10

Exact text from the filing

CDMO and research and development activities and subsidiaries, which were encumbered by the secured notes and related security agreements. The collateral agent used the $15.2 million net proceeds from the foreclosure sale to partially settle the Company’s secured debt with a balance of $30.2 million immediately prior to the December 10, 2025 closing.

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Source: SEC EDGAR

accession 0001079973-26-000142

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