---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-23-026024"
form_type: "8-K"
ticker: "SCNX"
cik: "0001382574"
company_name: "Scienture Holdings, Inc."
filed_at: "2023-07-31T23:59:59+00:00"
generated_at: "2026-06-12T21:53:12.496807+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.8
calibrated_materiality_score: 0.8
confidence: "high"
source: SEC EDGAR
---

# TRxADE closes Superlatus acquisition, regains Nasdaq compliance

## Summary
- Acquired Superlatus; shareholders received 136,441 common shares (19.99% stake) and 306,855 Series B Preferred (100:1 conversion).
- Issued MEDS Rights: 7 rights per share held on July 28, 2023; each right allows one free common share upon signing registration rights agreement.
- Appointed Candice Beaumont as director; she is Superlatus's Executive Director with 20+ years in finance, banking, M&A.
- Regained compliance with Nasdaq's $2.5M minimum stockholders' equity requirement under listing rule 5550(b)(1).
- Lock-up agreements: 360-day restriction on sale/transfer of shares for certain Superlatus and MEDS stockholders.

## SEC filing metadata
- accession: 0001493152-23-026024
- form_type: 8-K
- ticker: SCNX
- cik: 0001382574
- company_name: Scienture Holdings, Inc.
- filed_at: 2023-07-31T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.8
- calibrated_materiality_score: 0.8
- confidence: high
- sec_items: 1.01, 2.01, 5.02, 7.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1382574/000149315223026024/0001493152-23-026024-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1382574/000149315223026024/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-23-026024
- JSON: https://secwatch.observer/filing/0001493152-23-026024.json
- Plain text: https://secwatch.observer/filing/0001493152-23-026024.txt

## Key facts
- M&A Transactions
  Scienture Holdings, Inc. completed an acquisition involving Superlatus, Inc. for 136,441 shares of common stock of the Company, representing 19.9% of the total issued and outstanding common stock of the Company after the consummation of the (closed 2023-07-31).
  - Action: acquisition
  - Counterparty: Superlatus, Inc.
  - Consideration: 136,441 shares of common stock of the Company, representing 19.9% of the total issued and outstanding common stock of the Company after the consummation of the
  - Closing: 2023-07-31
  source text: the surviving entity in the Merger. Under the terms of the A&R Merger Agreement, at the closing of the Merger (the “Closing”), shareholders of Superlatus received in aggregate 136,441 shares of common stock of the Company, representing 19.9% of the total issued and outstanding common stock of the Company after the consummation of the Merger and 306,855 shares
  evidence_url: https://www.sec.gov/Archives/edgar/data/1382574/000149315223026024/0001493152-23-026024-index.htm
- Material Agreements
  Scienture Holdings, Inc. entered into Amended and Restated Agreement and Plan of Merger with Superlatus, Inc. valued at 136,441 shares of common stock ... and 306,855 shares of Company's Series B Preferred Stock (effective 2023-07-14).
  - Action: entry
  - Agreement: merger
  - Counterparty: Superlatus, Inc.
  - Value: 136,441 shares of common stock ... and 306,855 shares of Company's Series B Preferred Stock
  - Effective: 2023-07-14
  source text: on July 14, 2023, TRxADE HEALTH, Inc., a Delaware corporation (the "Company" or "MEDS") entered into a certain Amended and Restated Agreement and Plan of Merger (the "A&R Merger Agreement") with Superlatus, Inc., a U.S.-based holding company of food products and distribution capabilities ("Superlatus") and Foods Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company ("Merger Sub").
  evidence_url: https://www.sec.gov/Archives/edgar/data/1382574/000149315223026024/0001493152-23-026024-index.htm

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