IMAC Holdings, Inc. 8-K

What Happened
IMAC Holdings, Inc. (BACK) filed an 8-K (Dec 30, 2025) reporting that on December 19, 2025 it entered into a Securities Purchase Agreement to issue senior secured notes with an aggregate original principal of $7,530,929.74. The Notes were issued at an original issue discount (OID), do not bear interest unless an Event of Default occurs (then they bear 14% per annum), and mature on January 31, 2026. The deal was with Cavalry Fund I SPV I LP, C/M Capital Master Fund LP, and Cavalry Fund I LP.

Key Details

• Original principal: $7,530,929.74 in senior secured notes; aggregate purchase price paid was approx. $6,332,901.16.
• Financing paid by a mix of cash and repayment/cancellation of existing debt owed to certain Buyers; allocation included $1,898,926.16 of Notes issued to Cavalry Fund I SPV I LP to repay existing debt.
• Notes: issued with OID, no regular interest unless default (14% p.a. on default), callable/prepayable anytime with ≥2 business days’ notice, maturity Jan 31, 2026.
• Security: Company and certain subsidiaries granted Cavalry (as collateral agent) a first-priority security interest in substantially all assets (accounts, equipment, IP, equity interests, deposit and securities accounts, and proceeds).
• Guaranty: Ten subsidiaries (including Ignite Proteomics LLC and Back Space, LLC) jointly and severally guaranteed the Company’s obligations under the transaction.
• Compliance: Notes were sold in a private placement relying on Section 4(a)(2) and Rule 506(b) of Regulation D (buyers represented as accredited investors).

Why It Matters
This is a short-term, senior secured financing that immediately ranks ahead of other debt and is secured by substantially all company assets, which affects the company’s capital structure and creditor priority. The quick maturity (Jan 31, 2026) and default interest rate (14%) highlight near-term liquidity and refinancing risk investors should watch. The transaction also reduced certain prior debt by converting/repaying it with the new Notes, shifting obligations to these senior secured instruments.