PMGC Holdings SEC Filings

PMGC Holdings Inc. is registering $7,793,112 of Common Stock for issuance and resale related to a Purchase Agreement with Streeterville Capital, LLC. The transaction includes 262,467 Registered Shares delivered for $1,000,000 and additional Pre-Paid Purchase Shares equal to $6,793,112 of remaining shelf capacity. The Purchase Agreement contemplates an equity purchase facility (ELOC) of up to $40,000,000 and a computed Pre-Paid Purchase price of $10,000,000 (after an OID and transaction expenses). The Company received net proceeds of $9,727,380 at consummation and agreed to a placement fee of 8.0% to Univest. The prospectus supplement also notes management’s going-concern uncertainty as of the latest fiscal year-end.

PMGC Holdings Inc. notified shareholders that majority holders approved an equity line of credit (the "ELOC") and related Transaction Documents permitting up to $40,000,000 of Pre-Paid Purchases. The company closed an Initial Pre-Paid Purchase with an original principal of $10,730,000 (initial cash proceeds of $10,000,000) and delivered 262,467 Registered Shares for $1,000,000. The First Pre-Paid Purchase matures on July 16, 2027, includes a $700,000 OID, and limits Investor beneficial ownership to 9.99%. The Company reserved 7,500,000 shares for issuances under the Purchase Agreement. Shares outstanding were 4,188,080 Common and 6,372,874 Series B Preferred as of record dates in April 2026; the ELOC issuances may dilute existing holders and are subject to Nasdaq Listing Rule 5635(d) approval procedures.

PMGC Holdings Inc. entered into a $40,000,000 equity purchase facility with an institutional investor using a pre-paid purchase structure for its common stock. The initial pre-paid purchase has a $10,730,000 principal amount, a $700,000 original issue discount, and a $30,000 transaction expense payment to the investor.

On the closing, the company receives an initial $10,000,000 plus $1,000,000 for 262,467 registered shares and expects net cash proceeds of $9,727,380 after fees. Additional pre-paid purchases during a commitment period running to as late as April 16, 2028 may carry a 7% original issue discount and 7% annual interest, with a per-share floor price tied to the Nasdaq minimum price.

The investor receives a right to participate in up to 10% of future debt or equity financings and agrees to a weekly sales cap of 15% of the stock’s total weekly dollar trading volume. PMGC’s operating subsidiaries guarantee the obligations, and the facility is secured by pledged equity interests in current and future subsidiaries, supported by a 7,500,000-share reserve for issuances.

PMGC Holdings Inc. reported that its subsidiary AGA Precision Systems has signed a second long-term supply agreement to manufacture aerospace and defense components for a globally recognized Tier 1 customer. The multi-year agreement formalizes an existing relationship and will govern future purchase orders.

The deal underscores AGA’s ITAR-registered and AS9100-certified precision CNC capabilities and its growing role as a qualified supplier in the U.S. defense supply chain. Management highlights that such long-term agreements can support operational visibility and recurring revenue potential, although the customer’s identity and commercial terms are not disclosed.

The company notes that it will provide additional information if the agreement becomes material under securities laws and reminds readers that statements about future performance and benefits are forward-looking and subject to risks described in its recent Annual Report on Form 10-K.

PMGC Holdings Inc. furnished a press release announcing that it has fully utilized the $20 million commitment under its equity purchase facility with Streeterville Capital, LLC, which the company says strengthens its cash position and supports its acquisition strategy.

Management highlights acquisitions completed over 2025 and Q1 2026, including three precision CNC manufacturing businesses serving aerospace, defense, medical and industrial customers, plus a specialty IT packaging company serving over 300 commercial customers in semiconductor, data center and IT supply chains. PMGC intends to focus on organic growth and selective acquisitions aimed at assets that can generate sustainable cash flow and long-term value.

PMGC Holdings Inc., through its wholly owned subsidiary NorthStrive Defense Tech LLC, reported that it has acquired rights to a novel drone technology via an exclusive option agreement. The option covers an exclusive license to certain patent rights under U.S. Patent No. 12,291,334 for a next-generation drone system that moves payloads through water while remaining airborne.

The option also includes a non-exclusive license to related know-how in the aerospace and defense technologies field. During the option period, the Company plans to develop a commercialization plan and seek financing, then negotiate a definitive license agreement if it exercises the option. PMGC cautions there is no guarantee a final license will be executed or that the technology will be successfully developed or commercialized.

PMGC Holdings Inc. is forming a new wholly owned subsidiary, NorthStrive Defense Tech LLC, to focus on defense technology, including drone technology, autonomous systems, and next-generation unmanned defense solutions.

The company plans to use this subsidiary as a platform to identify, acquire, and license advanced defense technologies, initially emphasizing drones and autonomous systems. PMGC aims to leverage its existing subsidiaries, AGA Precision Systems LLC and Silicon Valley Machining, Inc., which already work with aerospace, defense, and space customers, to help commercialize technologies sourced through acquisitions, licensing, and partnerships. The company cautions there is no assurance NorthStrive Defense Tech will successfully secure or commercialize any technologies or generate revenue.

PMGC Holdings Inc. is registering up to $4,551,804 of common stock as part of an equity purchase facility (ELOC) with Streeterville Capital, LLC. The Purchase Agreement contemplates up to $20,000,000 of purchases via prepaid tranches; four prepaid purchases were consummated between Sept 23, 2025 and Feb 6, 2026. Shares issued to the Investor may be sold by the Investor from time to time; Univest Securities is the placement agent and receives an 8% fee. The company discloses a going concern uncertainty as of Dec 31, 2025 and lists recent corporate actions including a 1-for-6 reverse split, the acquisition of SVM Machining, and a license of biotech assets for non-human animal health.

PMGC Holdings Inc., through its wholly owned subsidiary AGA Precision Systems LLC, announced a long-term agreement to supply mission-critical aerospace and defense components to Turbo-Jet Products Co., Inc. The agreement establishes a framework governing all purchase orders over an initial five-year term with potential annual renewals.

The company views this deal as strengthening AGA’s role in the aerospace and defense supply chain, including support for programs that may involve U.S. government and defense-related contracts under FAR and DFARS requirements. AGA highlights its AS9100 certification and ITAR compliance as key foundations for serving highly regulated, quality-critical programs.