--- title: "Glucotrack issues secured convertible notes" url: "https://aibio.space/news/glucotrack-issues-secured-convertible-notes-warrants-private-placement/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2026-09-11" section: "Debt Financing" tickers: "NASDAQ:GCTK" source: "https://www.sec.gov/Archives/edgar/data/1506983/000149315226042428/ex10-1.htm" summary: "The nine-month notes carry 8% interest and a 22% original issue discount, with Dawson James Securities, Inc. as placement agent and an exchange cap of 19.9" --- By the aibio.space news desk. Sources - [Glucotrack, Inc. 8-K (2026-09-11)](https://www.sec.gov/Archives/edgar/data/1506983/000149315226042428/ex10-1.htm) [GCTK](https://aibio.space/companies/glucotrack/) 2026-09-11 # Glucotrack issues secured convertible notes and warrants in private placement Tickers [GCTK](https://aibio.space/companies/glucotrack/) The nine-month notes carry 8% interest and a 22% original issue discount, with Dawson James Securities, Inc. as placement agent and an exchange cap of 19.99%. ## Key facts - **Company**: Glucotrack, Inc. (NASDAQ: GCTK) - **News type**: Debt Financing - **Primary source**: [Glucotrack, Inc. 8-K (2026-09-11)](https://www.sec.gov/Archives/edgar/data/1506983/000149315226042428/ex10-1.htm) *The lower Manhattan skyline. CC0, via rawpixel. The picture shows the field, not the companies named.* Glucotrack, Inc. signed a securities purchase agreement dated September 10, 2026 with the investors named on its signature pages. It covers senior secured convertible promissory notes and warrants. The company's board of directors authorized the issuance, and the agreement is filed as Exhibit 10.1 to a Form 8-K dated September 11, 2026. Each investor's principal amount and funding amount sit on its own signature page, so the exhibit text gives no total for the financing. ## Terms of the notes The principal amount of each note includes an original issue discount of 22%. The agreement says the discount is not funded, is deemed fully earned at closing and does not reduce the principal amount, so the face amount owed is larger than the cash the investors advance. The notes bear interest at 8% per annum and mature nine months from the closing date. They are funded in a single tranche. The company's obligations under the agreement and the notes are to be senior in payment to any later indebtedness. ## Security and collateral The notes are secured under a security agreement dated July 14, 2026, in which the company granted a security interest in substantially all of its assets. White Lion Capital LLC is the collateral agent under that agreement. A joinder and consent signed on the closing date makes the new investors secured parties. The notes become obligations secured on a pari passu basis with the other obligations under the security agreement, and the existing secured parties consent. The new investors therefore share the same collateral rather than ranking ahead of older secured lenders. ## Dilution limits and stockholder votes The agreement caps the shares issuable under the agreement, the notes and the warrants at 19.99% of the common stock outstanding immediately before signing. The cap is meant to comply with Nasdaq Listing Rule 5635(d). It stops applying if stockholders approve issuances above it. The agreement sets dates for that vote: an initial proxy statement within 30 days after closing and a stockholder meeting within 90 days after closing. A form of voting and support agreement commits each person the investor requires to vote in favor of the transactions, including that approval. Each investor may hold no more than 4.9% of the common stock, a limit it can raise to 9.9% at its sole discretion on written notice. The agreement also defines a "Required Minimum" of 500% of the maximum number of shares issuable under the transaction documents, measured without the conversion or exercise limits. It defines a "Capital Event" as either an increase in authorized share capital or a reverse stock split. The company has an existing equity line of credit under which it may sell shares to the counterparty over time at a future price or price formula. Sales under that line or in a registered public offering are treated as exempted securities for most purposes, but not for the notes' dilutive issuance adjustment: any such sale below the then-applicable conversion price triggers the adjustment. ## Placement agent, registration and counsel The agreement defines the placement agent as Dawson James Securities, Inc. and names VStock Transfer, LLC as transfer agent. It requires a resale registration statement on Form S-1 covering the conversion shares and warrant shares to be filed within 10 days after closing and to be effective within 45 days after closing. In its representations the company says it had independent legal counsel of its own choosing review the documents, without naming the firm in that passage. ## Cash position Annual report figures show a net loss of $19.4 million for 2025, against $22.6 million for 2024. The company used $15.2 million in operations in 2025, up from $12.5 million in 2024. Research and development expense was $9.8 million in 2025, compared with $9.5 million in 2024. Cash and cash equivalents were $7.4 million at the end of 2025 and $1.1 million at June 30, 2026, per the latest quarterly report. The notes mature nine months after closing. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story GCTK Glucotrack, Inc. NASDAQ ยท United States Open the starter desk ## More in Debt Financing Debt Financing ### [Pelthos amends Horizon venture loan, funds Loans E to H and adds Loans I and J](https://aibio.space/news/pelthos-amends-horizon-venture-loan-funds-loans-e-h-adds-loans/) Oct 30, 2026 Debt Financing ### [Repligen announces $1.0 billion private convertible notes transaction](https://aibio.space/news/repligen-announces-1-0-billion-private-convertible-notes-transaction/) Oct 30, 2026 Debt Financing ### [FOXO to buy Ludwig Enterprises preferred stock with majority voting power](https://aibio.space/news/foxo-buy-ludwig-enterprises-preferred-stock-majority-voting-power/) Oct 29, 2026 --- Source page: https://aibio.space/news/glucotrack-issues-secured-convertible-notes-warrants-private-placement/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Glucotrack issues secured convertible notes", 2026-09-11, https://aibio.space/news/glucotrack-issues-secured-convertible-notes-warrants-private-placement/