On March 11, 2026, IMAC Holdings, Inc. (the "Company") entered into a significant agreement with Cavalry Fund I SPV I LP, which serves as the collateral agent for holders of senior secured notes. This agreement, known as the Turnover and Release Agreement, acknowledges the Company's default on its obligations under the notes and allows the collateral agent to take possession of 100% of the equity interests of Ignite Proteomics LLC, a subsidiary of the Company, along with all related assets. This turnover is intended to satisfy the obligations owed to the noteholders. Additionally, the Company has proposed the sale of the Ignite Assets to Aditxt, Inc. for a minimum value of $35 million, which is also included in the agreement.

Furthermore, on the same date, the Company entered into a Securities Purchase Agreement with Aditxt and several investors, which involves the sale of a new series of convertible preferred stock designated as Series A-2 convertible preferred stock. This stock is convertible into common stock at a price of $1,000 per share, totaling an aggregate of $36 million. The payment for the preferred stock will be satisfied through the transfer of rights and title of the Ignite Assets owned by the investors, potentially alongside a cash payment to Aditxt.

The Securities Purchase Agreement includes standard representations, warranties, and indemnification provisions, along with customary closing conditions. Notably, the agreement provides for piggyback registration rights, allowing investors to include their securities in future registration statements under certain conditions. This development is significant for IMAC Holdings as it navigates its financial obligations and seeks to restructure its asset base through these agreements.



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