PMGC Holdings enters $5M Secured Pre-Paid Purchase with Streeterville Capital

PMGC Holdings Inc.

Original principal $5,464,500; OID $464,500; net proceeds $4,562,840.
Investor can purchase shares at 88% of lowest VWAP over 10 trading days; floor price $1.05.
Company may prepay at 120% of outstanding balance; maturity 3 years from effective date.
Secured by equity interests in ELAB Holdings via pledge and security agreements.
9.99% ownership limitation on investor; events of default include bankruptcy, failure to deliver shares.

item 1.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

PMGC Holdings Inc. entered into Third Pre-Paid Purchase valued at $5,464,500 (effective 2026-01-13).

Action: entry
Agreement: equity purchase
Value: $5,464,500
Effective: 2026-01-13

Exact text from the filing

On January 13, 2026, the Company and an investor (“Investor”) consummated Secured Pre-Paid Purchase # 3 (the “Third Pre-Paid Purchase”) under the previously disclosed equity purchase facility in the Company’s Current Report on Form 8-K filed with the U.S. Securities Exchange Commission (“SEC”) on September 29, 2025, established pursuant to that certain Securities Purchase Agreement between the Company and the Investor dated September 23, 2025 (“Purchase Agreement”). As previously disclosed in the Company’s prospectus supplement (“Prospectus Supplement”) filed with the SEC on January 12, 2026, which supplements the Company’s registration statement (Registration No. 333-284505) filed with the SEC on January 24, 2025, declared effective by the SEC on February 7, 2025, the offering of the Company’s common stock, par value $0.0001, pursuant to the Prospectus Supplement, represents the Third Pre-Paid Purchase. The Third Pre-Paid Purchase has an original principal amount of $5,464,500 and an

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Source: SEC EDGAR

accession 0001213900-26-005641

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