Lunai Bioworks enters $20M strategic acquisition; exchanges $828K debt for equity

Lunai Bioworks Inc.

Debt exchange: $828,770.14 principal and interest canceled for 3,909,293 shares at $0.21/share and warrants exercisable at $0.21 through 2036.
Enters $20M strategic transaction for BBB delivery platform and CNS Alzheimer's drug assets from Clemann Group.
Transaction structured as Series B Convertible Preferred at fixed $1.50 conversion price; no variable pricing or reset provisions.
Platform enables compounds to cross BBB, remain inactive systemically, and activate in the brain; targets acetylcholinesterase pathways.
CEO David Weinstein says transaction is a 'step-change' for CNS delivery capabilities.

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

Lunai Bioworks Inc. entered into Debt Exchange Agreements with three of the Company’s holders of secured promissory notes valued at $828,770.14 (effective 2026-03-24).

Action: entry
Agreement: equity purchase
Counterparty: three of the Company’s holders of secured promissory notes
Value: $828,770.14
Effective: 2026-03-24

Exact text from the filing

On March 24, 2026, Lunai Bioworks, Inc. (the “Company”) entered into separate debt exchange agreements (collectively, the “Debt Exchange Agreements”) with three of the Company’s holders (each a “Holder”) of secured promissory notes (the “Investor Notes”).

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

Lunai Bioworks Inc. entered into Acquisition Agreement with Clemann Group, SAS valued at $20.0 million (effective 2026-03-26).

Action: entry
Agreement: asset purchase
Counterparty: Clemann Group, SAS
Value: $20.0 million
Effective: 2026-03-26

Exact text from the filing

On March 26, 2026, the Company entered into a binding agreement (the “Acquisition Agreement”) with Clemann Group, SAS, or its assignee (the “Seller”), pursuant to which the Company agreed to acquire certain blood-brain barrier delivery technology and central nervous system Alzheimer’s drug assets (the “Transaction”).

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Lunai Bioworks Inc. filing history →

Source: SEC EDGAR

accession 0001731122-26-000502

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