Polomar Health restructures $897K debt, issues convertible preferred to affiliates, extends maturity to 2027

Polomar Health Services, Inc.

Reprise note principal reduced to $597,549 using $300K preferred stock proceeds; maturity extended from July 2025 to July 2027; interest reduced to 12%.
CWR note of $450,000 paid in full with proceeds from $450K preferred stock sale to CWR, a related party.
Issued 150 shares of Series A Convertible Preferred Stock at $5,000/share for total $750,000 to two affiliates (Reprise and CWR).
Preferred stock carries 10% cumulative dividend, convertible at $0.40/share, with redemption options and extensive consent rights.
Proceeds used to pay down debt; all transactions involve affiliates of Daniel Gordon, president of Reprise and manager of CWR.

item 1.01 item 2.03 item 3.02 item 5.03 item 9.01

Key facts

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Polomar Health Services, Inc.: Filed Certificate of Designations for Series A Convertible Preferred Stock, authorizing 1,000 shares with specific dividend, liquidation, and voting rights (effective 2025-07-03).

Change: bylaw amendment
Effective: 2025-07-03

Exact text from the filing

On July 3, 2025, the Company filed with the Secretary of State of the State of Nevada, a Certificate of Designations of Rights, Preferences and Limitations of Series A Convertible Preferred Stock (the “Certificate”), which authorized 1,000 shares of Preferred Stock.

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Source: SEC EDGAR

accession 0001641172-25-018461

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