Nasdaq Delisting Threat Looms as DNA X Secures $3.05M Convertible Note

summarizeSummary

DNA X received a Nasdaq delisting notice for failing to meet equity requirements, while simultaneously securing a $3.05 million convertible note, including $1.8 million in new cash, to fund working capital and address financial distress.

check_boxKey Events · Legal and Risk Events · SONM

• Nasdaq Delisting Notice Received

  The company received a delisting determination letter from Nasdaq on May 22, 2026, for failing to meet the $2.5 million stockholders' equity requirement, reporting a $983,000 deficit in its Q1 2026 10-Q. The company intends to appeal, which will temporarily stay the delisting.

• $3.05 Million Convertible Note Issued

  DNA X entered into a Securities Purchase Agreement to issue a convertible promissory note with a principal amount of $3,052,787.68. This includes $1.8 million in new cash and the surrender of an existing $1.2 million convertible note plus accrued interest. The note is convertible at $6.00 per share, subject to stockholder approval, but the conversion price drops to 80% of the closing price during an Event of Default.

• Note Secured by Subsidiary Assets

  The convertible note is secured by a first priority lien and security interest in the company's wholly-owned subsidiary, DNA X, LLC, providing strong protection for the lender.

• Prior Put Option Terminated

  Concurrently with the financing, the company and the purchaser agreed to terminate a 'Put Option' from a December 2025 acquisition, removing a potential liability that allowed the seller to exchange shares for the subsidiary's equity under certain conditions.

auto_awesomeAnalysis · SONM · Manufacturing

DNA X, a micro-cap company, faces an imminent Nasdaq delisting due to non-compliance with the $2.5 million stockholders' equity requirement, reporting a $983,000 deficit. While the company plans to appeal, the outcome is uncertain and a delisting could severely impact its ability to raise capital and trade shares. Concurrently, the company secured a $3.05 million convertible promissory note, which includes $1.8 million in new cash and the conversion of an existing $1.2 million note plus accrued interest. This financing is critical for working capital, especially given the company's prior 'going concern' warning. The note's conversion price of $6.00 per share is at a premium to the current stock price, but it is contingent on stockholder approval and includes a 'death spiral' clause if an Event of Default occurs. The termination of a prior 'Put Option' also removes a potential liability for the company.