secwatch / observer
8-K filed November 7, 2025, 6:59 PM ET ticker PTHS CIK 0001919246
other material confidence high sentiment neutral materiality 0.80

Pelthos raises $18M via convertible notes; acquires Xepi from Biofrontera

Pelthos Therapeutics Inc.

Machine-readable event card

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8-K
ticker
PTHS
cik
0001919246
company_name
Pelthos Therapeutics Inc.
filed_at
2025-11-07T23:59:59+00:00
discovered_at
2026-05-14T18:02:41.061401+00:00
generated_at
2026-05-16T23:09:36.061595+00:00
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sentiment
neutral
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confidence
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https://www.sec.gov/Archives/edgar/data/1919246/000175392625001715/0001753926-25-001715-index.htm
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https://www.sec.gov/Archives/edgar/data/1919246/000175392625001715/g084989_8k.htm
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Source-grounded claims

72060b3674c6f630bdc109b21d3075c84e1e3032

Pelthos Therapeutics Inc. incurred convertible notes of $18.0 million with Investors, including Ligand Pharmaceuticals Incorporated at 8.5% per annum (increases to 18.0% in the event of default) maturing November 6, 2027.

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

SEC 8-K Item 2.03/2.04 confidence 0.9 SEC evidence

Comparable filings

PS

Pershing Square Inc. completes IPO and private placement; enters $350M credit facility

PERSHING SQUARE INC. May 1, 2026, 7:59 PM ET other_material Items 1.01, 2.03, 3.02, 8.01, 5.02, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 3.02, 8.01, 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

on April 30, 2026, the Company and a syndicate of banks, led by Bank of America, N.A., as administrative agent, entered into a credit agreement (the “ Credit Agreement ”). The Credit Agreement consists of (i) a senior secured revolving credit facility (the “ Revolving Facility ”) in an aggregate principal amount of $250,000,000 and (ii) a senior secured term loan facility in an aggregate principal amount of $100,000,000

Filing page SEC filing

TRCK

Track Group completes $10.3M PIPE and $21M term loan, reduces net debt 63%

Track Group, Inc. May 4, 2026, 7:59 PM ET other_material Items 1.01, 5.02, 2.03, 3.02, 5.03, 7.01, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 3.02, 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On April 30, 2026, the Company and certain subsidiaries of the Company (together with the Company, collectively, the “ Borrowers ”) entered into a Credit Agreement (the “ Credit Agreement ”) by and among the Borrowers, the lenders from time to time party thereto (the “ Lenders ”), and Chatham Capital Management, LLC, as administrative agent for the Lenders (the “ Administrative Agent ”). Pursuant to the Credit Agreement, the Lenders extended a credit facility in the maximum aggregate principal amount of $24.0 million, consisting of (a) a term loan (the “ Term Loan ”) in the principal amount of $21.0 million, which was funded in full on April 30, 2026, (b) a revolving line of credit in the principal amount of $2.0 million and (c) an interest line loan facility (the “ Interest Line Loan Facility ”) in the principal amount of $1.0 million.

Filing page SEC filing

MSPR

MSP Recovery secures $275K in discretionary advances from Hazel and Virage; appoints CRO amid liquidity strain

MSP Recovery, Inc. May 6, 2026, 7:59 PM ET other_material Items 1.01, 2.03, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On May 1, 2026, MSP Recovery, Inc. (the “Company”), through its subsidiaries, entered into a letter agreement with Hazel Partners Holdings LLC (“Hazel”), in its capacity as administrative agent and lender under the Company’s existing working capital credit facility (the “Hazel Letter Agreement”) to provide $0.1 million to be used primarily for operating expenses.

Filing page SEC filing

BNC

CEA Industries President/Director McDonald resigns; enters $10M loan at 9.5% with BitGo Prime

CEA Industries Inc. May 6, 2026, 7:59 PM ET other_material Items 1.01, 2.03, 5.02, 7.01, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On April 30, 2026, the parties to the Loan Agreement agreed to a loan request for 10 million USDC at a loan fee amount of 9.5% per annum and an initial maturity date of October 30, 2026, with option to renew for additional 6-month terms on a rolling basis.

Filing page SEC filing

Ares Core Infrastructure Fund

Ares Core Infrastructure Fund acquires Rover Pipeline subsidiaries, assumes ~$1.09B term loan debt

Ares Core Infrastructure Fund May 4, 2026, 7:59 PM ET other_material Items 2.03, 8.01, 9.01

same fact type: debt_financing same SEC item: 2.03, 8.01, 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On April 28, 2026, in connection with an investment in a portfolio company, Ares Core Infrastructure Fund (the “Fund”) acquired two wholly owned indirect subsidiaries, BCP Renaissance Parent L.L.C. (the “Rover Borrower”) and BCP Renaissance, L.L.C. (the “ Rover Borrower Subsidiary”), who are parties to a Credit Agreement, dated as of October 31, 2017 (as amended, the “Rover Credit Agreement”).

Filing page SEC filing

OLOX

Subsidiary SG Echo LLC files Chapter 11; Olenox continues normal operations

OLENOX INDUSTRIES INC. May 4, 2026, 7:59 PM ET other_material Items 1.03, 2.04, 7.01, 9.01

same fact type: debt_financing same SEC item: 9.01 same event type: other_material similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

The filing of the Chapter 11 Case constitutes an event of default that accelerated obligations under the following material debt instruments and agreements: (i) approximately $4 million (plus any accrued but unpaid interest in respect thereof) under that certain Loan and Security Agreement between SG Echo, LLC and Enhanced Capital Oklahoma Rural Fund, LLC, dated as of September 20, 2024 (the “Enhanced Loan Agreement”).

Filing page SEC filing

KNX

Knight-Swift closes $1.5B convertible note offering at 1.00% due 2031; proceeds used to repay term loans and revolver

Knight-Swift Transportation Holdings Inc. May 8, 2026, 7:59 PM ET debt Items 1.01, 2.03, 3.02, 8.01, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 3.02, 8.01, 9.01 similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On May 8, 2026, Knight-Swift Transportation Holdings Inc. (the "Company") completed its previously announced private offering (the "Offering") of $1.5 billion aggregate principal amount of 1.00% Convertible Senior Notes due 2031

Filing page SEC filing

PUMP

ProPetro issues $690M zero-coupon convertible notes due 2031, expands credit facility

ProPetro Holding Corp. May 7, 2026, 7:59 PM ET debt Items 1.01, 2.03, 3.02, 8.01, 9.01

same fact type: debt_financing same SEC item: 1.01, 2.03, 3.02, 8.01, 9.01 similar materiality

This filing

On November 6, 2025, Pelthos Therapeutics Inc., a Nevada corporation (the “ Company ”), entered into a securities purchase agreement (the “ Securities Purchase Agreement ”) with certain investors, including Ligand Pharmaceuticals Incorporated, a Delaware corporation (“ Ligand ”) (collectively, the “ Investors ”), pursuant to which, among other things, on the Closing Date, the Investors purchased for cash, and the Company issued and sold to the Investors, senior secured convertible notes of the Company (the “ Convertible Notes ”) in the aggregate original principal amount of $18.0 million, which are convertible into shares of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”) (such transaction, the “ Convertible Note Financing ”).

Comparable filing

On May 7, 2026, ProPetro Holding Corp. (the “ Company ”), issued $690 million aggregate principal amount of its 0.00% Convertible Senior Notes due 2031

Filing page SEC filing

Source: SEC EDGAR
accession 0001753926-25-001715

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