Glucotrack completes merger with Lokahi Therapeutics; issues preferred stock and raises bridge financing
Glucotrack, Inc. completed its merger with Lokahi Therapeutics, Inc. on July 14, 2026, with Lokahi becoming a wholly owned subsidiary. Lokahi's former stockholders received 19.99% of Glucotrack's common stock and Series A convertible preferred stock representing 90% of fully diluted equity on an as-converted basis, subject to a 10% floor for existing Glucotrack shareholders. Concurrently, Glucotrack raised approximately $4.45 million in bridge financing from White Lion Capital LLC via senior secured convertible notes bearing 8% interest with 22% original issue discount and maturing in nine months, plus warrants. The company also entered into a $50 million equity line of credit commitment with White Lion Capital.
Key facts
- Merger consideration: holders of Lokahi Therapeutics common stock collectively received 19.99% of Glucotrack common stock and Series A convertible preferred stock on as-converted basis equal to 90% of fully diluted equity, subject to 10% Acquiror Stockholder Floor
- Bridge Financing: approximately $4.45 million in principal amount of senior secured convertible promissory notes at 8% per annum with 22% original issue discount, maturing nine months from closing
- ELOC Agreement: $50,000,000 equity line of credit with White Lion Capital, LLC exercisable at company's discretion over three-year period
- Private Placement Offering: company to consummate PIPE with gross proceeds of no less than $10,000,000 within 15 days of closing
- Subsidiary Contribution: $7,000,000 to be deposited into Operating Sub account in tranches based on PIPE closing, Nasdaq approval, and stock price thresholds
- Series A Preferred Stock: 1,000,000 shares designated with $40.30 stated value, converts automatically to common stock upon stockholder approval and Nasdaq trading market approval
- Bridge Warrants: 125% coverage of principal amount, exercisable for five years at exercise price of $35,000,000 divided by outstanding shares as of exercise date
- Erik Emerson appointed: Chief Executive Officer of Glucotrack and member of board effective at closing; Paul V. Goode resigned as CEO and became CEO of Operating Sub
- Registration obligations: company to file Form S-3 within 60 days; bridge investors have registration rights with liquidated damages for late filing
- Conversion mechanics: preferred stock converts within five business days of stockholder approval and Nasdaq trading market approval; Floor True-Up Shares issued to maintain 10% minimum for existing Glucotrack shareholders
Why it matters
The transaction establishes Glucotrack as the public holding company for the combined business focused on developing continuous blood glucose monitoring technology, while the bridge financing and ELOC provide near-term liquidity and future capital access—though substantial dilution to existing shareholders and listing compliance risks are material for investors tracking the post-transaction capital structure.
Share
Derived from 8-K filed 2026-07-15. Not investment advice. View the source filing on SEC.gov →