--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-26-032112" form_type: "8-K" ticker: "SMTK" cik: "0001817760" company_name: "SmartKem, Inc." filed_at: "2026-03-19T23:59:59+00:00" generated_at: "2026-05-15T09:40:01.066958+00:00" event_type: "debt" sentiment: "negative" materiality_score: 0.75 calibrated_materiality_score: 0.75 confidence: "high" source: SEC EDGAR --- # SmartKem issues $3.75M senior secured notes at 30% discount; settles prior noteholder disputes ## Summary - Issued $3.75M senior secured notes (30% OID) for $2.625M; zero interest unless default then 14% p.a.; 6-month maturity. - Notes secured by first-priority lien on all company assets, including IP; subsidiary guarantees. - Settled prior noteholder claims: company repays outstanding principal and pays $300K cash settlement. - Company assigns certain patents to Smartkem IP LLC as part of settlement; mutual releases and termination of certain rights. ## SEC filing metadata - accession: 0001104659-26-032112 - form_type: 8-K - ticker: SMTK - cik: 0001817760 - company_name: SmartKem, Inc. - filed_at: 2026-03-19T23:59:59+00:00 - event_type: debt - sentiment: negative - materiality_score: 0.75 - calibrated_materiality_score: 0.75 - confidence: high - sec_items: 1.01, 2.03, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/tm269203d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-26-032112 - JSON: https://secwatch.observer/filing/0001104659-26-032112.json - Plain text: https://secwatch.observer/filing/0001104659-26-032112.txt ## Source-grounded claims - claim_id: 4fe2c12af581b49be2f350424336e61851cf2a05 claim: SmartKem, Inc. incurred senior notes of $3,750,000 with certain accredited investors at 14% per annum maturing six month anniversary of the original issuance date. evidence_excerpt: the Company agreed to issue and sell to the Buyers senior secured promissory notes (the "Notes") in the aggregate original principal amount of $3,750,000 evidence_url: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm - claim_id: 160bf8d2ed3a948040df9e17dc1b9dd024a7d489 claim: SmartKem, Inc. entered into Intellectual Property Assignment Agreement with Smartkem Ltd (Assignor) and Smartkem IP LLC (Assignee) (effective 2026-03-18). evidence_excerpt: In furtherance thereof, the Company and its subsidiary, Smartkem Ltd, a corporation organized under English law (the "Assignor"), entered into an Intellectual Property Assignment Agreement (the "IP Assignment Agreement") with Smartkem IP LLC (the "Assignee"), pursuant to which the Assignor irrevocably conveyed, transferred, and assigned to the Assignee certain of the Assignor's right, title, and interest in and to certain patents, patent applications, and related intellectual property rights, together with all royalties, fees, income, and proceeds related thereto, and all claims and causes of action with respect thereto. evidence_url: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm - claim_id: 514a06eb21e14a9ea9fd1de98021bf6772e63574 claim: SmartKem, Inc. entered into Securities Purchase Agreement with certain accredited investors valued at $3,750,000 (effective 2026-03-18). evidence_excerpt: On March 18, 2026, SmartKem, Inc. (the “Company”) entered into a Securities Purchase Agreement (the "Purchase Agreement") with certain accredited investors (the "Buyers"), pursuant to which the Company agreed to issue and sell to the Buyers senior secured promissory notes (the "Notes") in the aggregate original principal amount of $3,750,000 for an aggregate purchase price of $2,625,000, reflecting an original issue discount of approximately 30%. evidence_url: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm - claim_id: 534e364183d73c1693c8e4174c9d32bebdbd159c claim: SmartKem, Inc. entered into Waiver and Termination Agreements with the Holders (effective 2026-03-18). evidence_excerpt: In connection with the Settlement Agreements, the Company and the Holders entered into Waiver and Termination Agreements (the "Waiver and Termination Agreements") with respect to the Prior Purchase Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm - claim_id: 88879a0b55240e3d9a7b8d7029584a4d7eadf98c claim: SmartKem, Inc. entered into Settlement Agreements with certain holders (collectively, the 'Holders') of those certain Senior Secured Notes valued at $300,000 (effective 2026-03-18). evidence_excerpt: Pursuant to the Settlement Agreements, the Company agreed to (i) repay each Holder the outstanding principal amount of its respective Prior Note in full within two (2) business days following the effective date of the Settlement Agreements, and (ii) pay to the Holders an aggregate cash settlement payment of $300,000 by wire transfer of immediately available funds. evidence_url: https://www.sec.gov/Archives/edgar/data/1817760/000110465926032112/0001104659-26-032112-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.