Glucotrack settles Apimeds debt dispute for up to $4.125 million, issues convertible note at $2.98 per share
In focus for $GCTK: a September 4 settlement that places Glucotrack, Inc. jointly and severally on the hook for up to $4.125 million to resolve a debt Alto Opportunity Master Fund, SPC had asserted against Apimeds…
Key takeaways
- Glucotrack, Inc. entered a September 4 settlement making it jointly and severally liable for up to $4.125 million to resolve a debt Alto Opportunity Master Fund, SPC asserted against Apimeds Pharmaceuticals US, Inc. at about $10.9 million in outstanding principal.
- The settling parties—Glucotrack, CEO Erik Emerson, RXRR Capital Partners LLC, and Lōkahi Therapeutics, Inc.—must pay Alto an initial $2.0 million in cash, an additional $2.0 million via a Glucotrack-issued convertible note, and up to $125,000 in Alto's legal fees.
- The convertible note carries 5% annual interest and amortizes in four equal quarterly installments of $500,000 in principal plus accrued interest, beginning November 30, 2026, and ending August 31, 2027.
- Alto may elect to convert the note's outstanding principal into Glucotrack common stock at $2.98 per share, subject to a 9.99% beneficial ownership cap and applicable Nasdaq share issuance limits.
- Alto's release of claims does not take effect until all required payments are made in full, keeping the dispute open until the final installment on August 31, 2027.
In focus for $GCTK: a September 4 settlement that places Glucotrack, Inc. jointly and severally on the hook for up to $4.125 million to resolve a debt Alto Opportunity Master Fund, SPC had asserted against Apimeds Pharmaceuticals US, Inc. at approximately $10.9 million in outstanding principal. The first quarterly installment on the settlement's convertible note, $500,000 in principal, comes due November 30.
The settling parties include Glucotrack, Chief Executive Officer Erik Emerson, RXRR Capital Partners LLC, and Lōkahi Therapeutics, Inc. Together they must pay Alto an initial $2.0 million in cash, an additional $2.0 million through a convertible promissory note issued specifically by Glucotrack, and up to $125,000 in Alto's legal fees. The note carries interest at 5% per annum and amortizes in four equal quarterly installments of $500,000 in principal plus accrued and unpaid interest, beginning November 30, 2026, and ending August 31, 2027.
Alto holds the option to convert the note's outstanding principal into Glucotrack common stock at $2.98 per share, subject to a 9.99% beneficial ownership cap and applicable Nasdaq share issuance limits. Conversion is entirely at Alto's election. Any shares issued on conversion would be unregistered, issued under the Section 4(a)(2) exemption from the Securities Act of 1933. A missed payment not cured within five business days accelerates all amounts outstanding under the settlement and note, giving Alto access to remedies in the related documents.
For the setup, the joint-and-several structure means any of the four parties could be required to cover the full obligation, though Glucotrack, as the note issuer, carries the conversion exposure directly. Alto's release of claims does not take effect until all required payments have been made in full, keeping the dispute technically open until the final installment lands August 31, 2027.
What to watch: the full text of the Settlement Agreement and Note, which Glucotrack intends to file as exhibits to its next quarterly report on Form 10-Q, and the November 30 opening payment.