HUB Cyber Security reveals a 9.99% stake in Evofem, backed by ~1.27 billion shares at $0.0154 — a 91% dilution threat
HUBC is trading near its 52-week low of $0.95 (8.4% above the low) on light trading volume (0.1× avg).
Summary
HUB Cyber Security disclosed a 9.99% beneficial stake in Evofem Biosciences, backed by convertible notes and purchase rights that could convert into ~1.27 billion shares at $0.0154 — a 91% dilution threat at a 98.5% discount to market. A $706,304 promissory note with restrictive covenants gives HUB veto power over Evofem's major corporate decisions.
Key Events · Ownership and Investor Activity · HUBC
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HUB Acquires ~91% Dilution Threat
HUB holds Evofem Notes and Purchase Rights convertible into ~1.27 billion shares at $0.0154 each — a 98.5% discount to the current $1.0302 price. Before ownership caps, this represents ~91% of Evofem's common stock, creating a massive overhang if authorized shares are increased.
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9.99% Blocker Caps Immediate Voting Power
A hard 9.99% beneficial ownership limit on the notes and a 4.99% (expandable to 9.99%) limit on the purchase rights restrict HUB to 14,709,204 shares currently — 9.99% of outstanding. The blocker cannot be waived, but the underlying economics remain.
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$706K Promissory Note with Veto Covenants
Evofem issued a $706,304 note to HUB on July 8, 2026, maturing in 11 months at 12% interest. The note prohibits Evofem from merging, selling assets, dissolving, filing bankruptcy, or amending its charter without HUB's consent — effectively giving HUB blocking rights.
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Zero-Cash Deal Funded with HUB Stock
HUB paid ~$49.3M for the June notes/rights and $15.2M for the July rights entirely in its own ordinary shares and pre-funded warrants — no cash changed hands. This preserves HUB's cash while gaining a strategic foothold in Evofem.
Analysis · HUBC · Life Sciences
HUB Cyber Security has acquired convertible notes and purchase rights that, before ownership caps, convert into ~1.27 billion shares of Evofem common stock at $0.0154 per share — a price 98.5% below today's $1.0302 market. That represents ~91% of the company on an as-converted basis. While a 9.99% blocker limits immediate voting power to 14.7 million shares, the sheer scale of the overhang and the deep discount create a massive dilution risk if Evofem's authorized shares are increased. Adding to the pressure, HUB also extended a $706,304 promissory note to Evofem that includes veto rights over mergers, asset sales, and bankruptcy filings — effectively giving HUB blocking power over major corporate actions. This filing follows HUB's zero-cash acquisition of the Evofem notes in June and July, and comes as Evofem trades near penny-stock levels with a going-concern warning and insufficient authorized shares to cover its convertible securities.
At the time of this filing, HUBC was trading at $1.03 on NASDAQ in the Life Sciences sector, with a market capitalization of approximately $3.5M. The 52-week trading range was $0.95 to $58,650.00. This filing was assessed with negative market sentiment and an importance score of 9 out of 10.