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RELATED PARTY TRANSACTION
 3 Months Ended
Mar. 31, 2026
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTION

NOTE 14 – RELATED PARTY TRANSACTION

 

ENvue Consolidated Secured Note

 

On January 17, 2025, ENvue issued a Consolidated Secured Note (as amended, the “Alpha Note”) in the aggregate principal amount of $2,497 to Alpha, which such Alpha Note was funded in several tranches. The Alpha Note does not bear interest and is secured by Collateral (as defined in the Alpha Note). The aggregate principal amount owed under the Alpha Note is due and payable on the earlier of (i) the receipt of shareholder approval by the Company of the Parent Stockholder Matters (as defined in that certain Merger Agreement) and (ii) December 31, 2026, see Note 9.

 

Prior to the Envue Merger, Alpha was the principal shareholder of Predecessor ENvue, and following the completion of the ENvue Merger, Alpha continues to be a significant shareholder of the Company, subject to a 4.99% beneficial ownership limitation.

 

Equity Financings

 

As of March 31, 2026, Alpha holds 39,001 Series X Preferred Stock acquired in connection with the ENvue Merger.

 

Series H Preferred Stock — Additional Investment Right and Conversions

 

In January 2026, Alpha, as the holder of the Series H Preferred Stock, exercised $3,500 of the Additional Investment Right pursuant to the July Purchase Agreement resulting in the issuance of 3,500 new shares of Series H Preferred Stock at a stated value of $1,000 per share (not in thousand).

 

On March 24, 2026, the Alpha exercised an additional $400 of the Additional Investment Right, resulting in the issuance of 400 new shares of Series H Preferred Stock at a stated value of $1,000 per share (not in thousand).

 

In aggregate, during the three months ended March 31, 2026, Alpha exercised a total of $3,900 of the Additional Investment Right resulting in the issuance of 3,900 new shares of Series H Preferred Stock, which remained outstanding as of March 31, 2026.

 

In January 2026, Alpha converted an aggregate of $4,802 of Series H Preferred Stock into 2,377,228 shares of Common Stock and, $451 of accrued dividends into 223,267 shares of Common Stock.

 

As of March 31, 2026, Alpha holds 10,209 Series H Preferred Stock (see Note 7).