aibioAditxt issues senior secured convertible notes with 35% discount
Tickers ADTX
Aditxt has issued senior secured convertible notes that combine about $725,000 in new cash with earlier notes consolidated into them, at a 35% original issue discount. The company held $268,852 in cash at March 31, 2026.
Key facts
- Company
- Aditxt, Inc. (OTC: ADTX)
- News type
- Debt Financing
- Primary source
- SEC Form 8-K
The new notes
Aditxt, Inc. (ADTX) entered into a Note Purchase Agreement on June 3, 2026 with its wholly owned subsidiary Ignite Proteomics LLC, a Delaware limited liability company, and a group of investors. The company and Ignite issued the notes as joint and several co-borrowers. The aggregate original principal is approximately $725,000 in cash plus the outstanding obligations under the earlier notes, and the notes carry a 35% original issue discount.
The investors paid for the notes partly in cash and partly by cancelling the earlier notes. The 8-K describes the new cash as about $725,000, a figure that is smaller than the principal the notes carry because of the discount and the consolidated balances. The 8-K does not give the conversion price or the notes' interest rate or maturity. Those terms are in the exhibits, which are forms attached to the 8-K.
The 8-K names no investor. It refers to them only as the investors named in the purchase agreement. Each investor represented that it is an accredited investor, and the company relies on exemptions under Section 4(a)(2) and Rule 506(b) of Regulation D. Jeffrey M. Busch, chief executive officer, signed the report on June 9, 2026.
The earlier notes and the security
The consolidated notes are of two earlier series. The first is $3,194,444.44 of 10% original issue discount promissory notes issued under a note purchase agreement dated March 11, 2026. The second is $1,250,000 of 25% original issue discount notes issued on April 10, 2026. Each series was consolidated into the new notes.
Ignite granted a collateral agent, for the ratable benefit of the investors, a security interest in certain assets, which include substantially all of Ignite's assets. The company pledged its equity in Ignite to the same collateral agent. The 8-K does not name the collateral agent. The security means that the subsidiary's assets and the company's stake in it secure the notes.
The discount rates on the earlier series rose from 10% to 25% between March and April 2026. The new notes carry a 35% discount, which is higher than either earlier series, so the stated discount has widened with each step.
The business behind the notes
Aditxt, incorporated in Delaware in 2017, says its mission is to transform health innovation into a socially owned ecosystem. Its immune modulation programs run through its subsidiary Adimune, Inc. That program's first candidate, ADI-100, is designed to induce tolerance against glutamic acid decarboxylase, an antigen linked to type-1 diabetes, psoriasis and some autoimmune diseases of the central nervous system.
The annual report says all preclinical studies for ADI-100 have been completed, in animal models including 10-month studies in type-1 diabetes. The company says it expects a human trial in Stiff Person Syndrome in 2026, with 10 to 20 patients. That trial depends on approval from an institutional review board and the FDA, and the company expects a pre-IND meeting in the second quarter of 2026. Those preclinical results are the company's own description, and the annual report gives no clinical results. The company also says it has worked on planned trials in Germany in psoriasis and type-1 diabetes.
Losses, revenue and cash
The annual report, filed March 31, 2026, shows revenue of $3,195 in 2025, down from $133,985 in 2024. Research and development expense fell to $3.2 million from $10.9 million. The net loss widened to $43.1 million in 2025 from $40.4 million in 2024. Cash used in operations rose to $25.7 million from $16.8 million.
With revenue almost gone and cash use rising, the company depends on financings like this one. At March 31, 2026 it held $268,852 in cash and cash equivalents, down from $3.2 million at the end of 2025 and less than the new cash in these notes.
Who is named
Aditxt's principal offices are in Mountain View, California. The investors are not named, the collateral agent is not named, and the 8-K names no placement agent, advisor or legal counsel.