VolitionRx Ltd Issues Common Shares to Lender Under Convertible Notes

What Happened
VolitionRx Ltd announced it issued common stock to Lind Global Asset Management XII LLC to satisfy obligations under senior secured convertible promissory notes issued pursuant to a securities purchase agreement dated May 15, 2025 (amended Jan 7, 2026). The company issued shares on July 14, 2026 (116,651 shares), July 16, 2026 (372,023 shares) and August 6, 2026 (290,697 shares) to satisfy payment and conversion obligations tied to the notes. The original principal amounts of the notes were $7,500,000 and $2,400,000.

Key Details

• Total shares issued: 779,371 common shares (116,651 on 7/14/2026; 372,023 on 7/16/2026; 290,697 on 8/6/2026).
• Dollar obligations satisfied: $133,333 (7/14), $416,666 (7/16) and $200,000 (8/6), totaling $749,999.
• Issuances were to an existing securityholder, involved no commissions, no public offering, and were made without general solicitation.
• Company relied on securities law exemptions (Section 3(a)(9) or 4(a)(2) of the Securities Act and/or Rule 506 of Regulation D) and applicable state “blue sky” provisions.

Why It Matters
These share issuances convert debt-related obligations into equity, reducing the company’s outstanding obligations under the referenced notes while increasing the number of outstanding shares. For investors, that means potential dilution from the 779,371 new shares and a change in the company’s capital structure (less debt, more equity). The transaction was disclosed in an 8-K filed August 7, 2026.