---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-23-024945"
form_type: "8-K"
ticker: null
cik: "0001504167"
company_name: "TREX WIND-DOWN, INC."
filed_at: "2023-08-31T23:59:59+00:00"
generated_at: "2026-06-11T01:07:48.445010+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Timber Pharma secures $3M bridge loan from LEO US Holding; warrant amendments

## Summary
- Bridge loan of $3M from LEO US Holding (acquiring parent); $2M funded immediately, $1M on Sep 30, 2023.
- Loan secured by all assets; 12% interest; maturity Nov 17, 2023; if third-party acquisition proposal, 1.25x repayment.
- Upon merger close, $1.5M principal plus accrued interest extinguished; remaining $1.5M repaid from FDA and net sales milestones.
- Warrant holders can elect to convert warrants into merger consideration or receive Black-Scholes cash value; deemed cash if no election.

## SEC filing metadata
- accession: 0001437749-23-024945
- form_type: 8-K
- cik: 0001504167
- company_name: TREX WIND-DOWN, INC.
- filed_at: 2023-08-31T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1504167/000143774923024945/0001437749-23-024945-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1504167/000143774923024945/tmbr20230831_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-23-024945
- JSON: https://secwatch.observer/filing/0001437749-23-024945.json
- Plain text: https://secwatch.observer/filing/0001437749-23-024945.txt

## Key facts
- Debt Financings
  TREX WIND-DOWN, INC. incurred loan of $3.0 million with LEO US Holding, Inc. at 12% per annum maturing November 17, 2023.
  - Instrument: loan
  - Principal: $3.0 million
  - Counterparty: LEO US Holding, Inc.
  - Rate: 12% per annum
  - Maturity: November 17, 2023
  - Event: incurrence
  source text: On August 30, 2023, Timber, Timber Pharmaceuticals, LLC, BioPharmX, Inc. and Parent entered into a Secured Bridge Loan Agreement (the "Bridge Loan Agreement"), pursuant to which Parent has agreed to loan Timber an aggregate amount of $3.0 million (the "Bridge Loan").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1504167/000143774923024945/0001437749-23-024945-index.htm
- Material Agreements
  TREX WIND-DOWN, INC. entered into Secured Bridge Loan Agreement with LEO US Holding, Inc., LEO Pharma A/S valued at $3.0 million (effective 2023-08-30).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: LEO US Holding, Inc., LEO Pharma A/S
  - Value: $3.0 million
  - Effective: 2023-08-30
  source text: the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ ​ ​ Item 1.01 Entry into a Material Definitive Agreement. As previously announced, on August 20, 2023, Timber Pharmaceuticals, Inc., a Delaware corporation (“Timber” or the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LEO US Holding, Inc., a Delaware corporation (“Parent”), LEO Spiny Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of Parent (“Merger Sub”) and LEO Pharma A/S, a Danish Aktieselskab (“Guarantor”), providing for, among other things, the merger of Merger Sub with and into Timber (the “Merger”), with Timber surviving the Merger (the “Surviving Corporation”) as a wholly-owned subsidiary of Parent. In connection with the Merger Agreement, on August 30, 2023, Timber, Timber Pharmaceuticals, LLC, BioPharmX, Inc. and
  evidence_url: https://www.sec.gov/Archives/edgar/data/1504167/000143774923024945/0001437749-23-024945-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.