SMTK · SmartKem, Inc.

Summary

SmartKem, Inc. entered into a Securities Purchase Agreement on March 18, 2026, to issue senior secured promissory notes with $3,750,000 aggregate principal for $2,625,000 proceeds (30% OID), secured by all assets and IP, maturing in six months. Concurrently, it settled prior Senior Secured Notes by repaying principal, paying $300,000 cash, and assigning certain patents to Smartkem IP LLC.

Key takeaways

• Issued senior secured notes with $3,750,000 principal for $2,625,000 purchase price (30% OID) to accredited investors.
• Notes bear no interest unless Event of Default (then 14% per annum); mature on six-month anniversary, extendable by Buyers.
• Granted first-priority security interest in all existing/future assets, IP, and subsidiary stock; subsidiaries provided Guaranties.
• Settled prior notes issued October 31, 2025: repay outstanding principal within 2 business days + $300,000 aggregate cash payment.
• Assigned patents/patent applications to Smartkem IP LLC via IP Assignment Agreement.
• Entered Waiver and Termination Agreements resetting prior SPA price thresholds and terminating Variable Rate Transaction provision post-settlement.