Pelthos amends Horizon venture loan, funds Loans E to H and adds Loans I and J

What the amendment changes

Pelthos Therapeutics Inc. signed an amended and restated venture loan and security agreement dated as of October 30, 2026, according to an exhibit to its Form 8-K. It replaces a venture loan agreement dated January 12, 2026. Horizon Technology Finance Corporation is collateral agent and a lender. The cover page also refers to "the other Lenders party hereto" without naming them, and neither the cover page nor the recitals name a placement agent or underwriter.

Before the amendment, the loans under the original agreement totaled $30,000,000. Loans E, F, G and H were $2,500,000 commitments that had never been funded, and Horizon could fund them only in its sole and absolute discretion and subject to conditions that included trailing twelve-month net revenue. The termination dates for Loans E and F passed on September 30, 2026, without either loan being funded. The parties extended those dates to the effective date and acknowledged that the revenue milestones had been satisfied.

The recitals say the amendment provides for the funding in full on the effective date of Loans E, F, G and H. It also adds Loan I and Loan J at $5,000,000 each, with a commitment termination date of December 31, 2027. The agreement sets a default rate of four percent over the loan rate.

Castle Creek and the proceeds

The amendment is tied to Pelthos's merger agreement with Castle Creek Biosciences, Inc. Under that agreement, a Pelthos subsidiary (Credit Card Merger Sub, Inc.) merges into Castle Creek, and Castle Creek then merges into a second subsidiary, Credit Card Merger Sub II, LLC. The agreement names Paragon Biosciences, LLC as the Securityholder Representative.

Castle Creek is already a borrower under a venture loan with Horizon dated February 24, 2025. The merger agreement requires that loan, the Innovator Seller Notes and the transaction closing costs to be paid in full no later than the Castle Creek Joinder Date. The seller notes are two unsecured subordinated promissory notes dated February 24, 2025, issued by Castle Creek Sub in favor of Innovator 21, LLC, in original principal amounts of $16,666,666.67 and $8,333,333.33.

The agreement also describes a Castle Creek bridge financing. Bridge investors would assign their unsecured convertible notes to Pelthos at closing, and the full outstanding amount would be credited against their purchase of shares of Series B Convertible Preferred Stock of Pelthos. The bridge obligations would then be cancelled. That adds preferred equity to Pelthos's capital structure. The text gives no share count.

The company and its cash

Pelthos's annual report lists three FDA-approved products: ZELSUVMI, XEPI and XEGLYZE. The company acquired two of them in the fourth quarter of 2025. ZELSUVMI, a 10.3% berdazimer gel for molluscum contagiosum, launched in July 2025. The company says its final Phase 3 study enrolled 891 patients and showed statistically significant results on primary and secondary endpoints over a 12-week duration. The same report says the mechanism of action against molluscum contagiosum is unknown. Its in vitro work used vaccinia virus, which the report says is often used as a surrogate.

Revenue was $16.8 million in 2025, against none in 2024. The net loss was $43.3 million, up from $8.0 million. Cash used in operations was $22.6 million, up from $5.8 million. Year-end cash was $18.0 million for 2025, according to a 10-Q/A filed August 13, 2026, and $513,000 for 2024. Cash and cash equivalents were $24.2 million at June 30, 2026.

The company borrowed $30.0 million from Horizon on January 12, 2026. The annual report describes the facility as up to $50.0 million, with the remaining $20.0 million available only on milestones.

What comes next

The exhibit defines the Castle Creek Mergers Outside Date as March 31, 2027, or a later date the lenders agree to in writing in their sole discretion. It also sets a payoff deadline: Castle Creek's Horizon loan and the Innovator Seller Notes must be paid by the Castle Creek Joinder Date.

Pelthos entered the amendment with $24.2 million in cash at June 30, $30,000,000 in loans outstanding and a 2025 net loss of $43.3 million. Loan I and Loan J add $5,000,000 commitments each.

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