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CASI Pharmaceuticals (OTCQB: CASIF) completes final $5M convertible note

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

CASI Pharmaceuticals, Inc. completed the fourth and final tranche of its US$20 million convertible note financing with ETP Global III Fund LP, a partnership controlled by Chairman Dr. Wei-Wu He. The latest note has a US$5 million principal amount, matures in 36 months, and bears 12% annual interest.

Both CASI and the purchaser can elect to convert the note into ordinary shares at a price based on the volume weighted average closing price over five trading days, subject to a US$1–US$2 per share conversion price range.

Positive

  • None.

Negative

  • None.
Total convertible note financing US$20 million Aggregate size of convertible note purchase agreement
Final tranche principal US$5 million Principal amount of fourth and final note issued
Interest rate 12% per annum Interest on the US$5 million convertible note
Note maturity 36 months Term from issuance to maturity of the note
Conversion price floor US$1 per share Minimum conversion price for ordinary shares
Conversion price cap US$2 per share Maximum conversion price for ordinary shares
convertible note financial
"completed the issuance of the forth and final tranche of its US$20 million convertible note financing"
A convertible note is a type of loan that a company gets from investors, which can later be turned into company shares instead of being paid back in cash. It matters because it helps startups raise money quickly without setting a fixed value for the company right away, making it easier to grow and attract investors.
volume weighted average closing price financial
"at a conversion price of the volume weighted average closing price of the Company’s Shares"
The volume weighted average closing price is the average of a security’s closing prices over a given period where each day’s closing price is weighted by the number of shares traded that day. It gives more influence to prices on days with heavier trading, so it reflects where most market activity actually occurred rather than treating every day equally. Investors use it as a more realistic benchmark for value, performance tracking, and to compare execution quality.
forward-looking statements regulatory
"This announcement contains forward-looking statements."
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Private Securities Litigation Reform Act of 1995 regulatory
"under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995"
Registration Statements on Form F-3 regulatory
"incorporated by reference into the Company's Registration Statements on Form F-3"

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE
13a-16 OR 15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April, 2026

 

Commission File Number  001-41666

 

CASI PHARMACEUTICALS, INC.

(Translation of registrant’s name into English)

 

1701-1702, China Central Office Tower 1

No. 81 Jianguo Road, Chaoyang District

Beijing, 100025

People’s Republic of China

(Address of principal executive office)

  

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  Form 20-F  x Form 40-F  ¨

 

 

 

 

 

 

INCORPORATION BY REFERENCE

 

The information included in this Report on Form 6-K is hereby incorporated by reference into the Company's Registration Statements on Form F-3 (File No. 333-283998 and No. 333-281621) (including any prospectuses forming a part of such registration statement) and is to be a part thereof from the date on which this Report on Form 6-K is filed, to the extent not superseded by documents or reports subsequently filed or furnished.

 

 

 

 

CASI Pharmaceuticals Announces Closing of the Fourth Tranche of Convertible Notes

 

CASI Pharmaceuticals, Inc. (OCTQB: CASIF, the “Company”), a clinical-stage biopharmaceutical company developing CID-103, an anti-CD38 monoclonal antibody, for patients with organ transplant rejection and autoimmune diseases, today reported that the Company completed the issuance of the forth and final tranche of its US$20 million convertible note financing pursuant to certain convertible note purchase agreement (the “Purchase Agreement”) with ETP Global III Fund LP, a partnership controlled by Dr. Wei-Wu He (the “Purchaser”).

 

A convertible note with a principal amount of US$5 million has been issued to the Purchaser. Such note will mature in 36 months, bearing interest of 12% per annum from the issuance date. Upon maturity, such note may, at the Company’s option, be convertible into ordinary shares of the Company, par value US $0.0001 per share (the “Shares”), at a conversion price of the volume weighted average closing price of the Company’s Shares during the five consecutive trading days immediately preceding the maturity date. The Purchaser also has the right to convert such note into Shares at any time from and including the 91st day after the issuance thereof to and including the maturity date at a conversion price of the volume weighted average closing price of the Company’s Shares during the five consecutive trading days immediately preceding the date of conversion notice by the Purchaser. In no event shall the conversion price be higher than US$2 per ordinary Share or lower than US$1 per Share.

 

Forward-Looking Statements

 

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident" and similar statements. Among other things, the business outlook and quotations from management in this announcement, as well as the Company's strategic and operational plans, contain forward-looking statements. The Company may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the "SEC"), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. Further information regarding these and other risks is included in the Company's filings with the SEC. All information provided herein is as of the date of this announcement, and the Company undertakes no obligation to update any forward-looking statement, except as required under applicable law. We caution readers not to place undue reliance on any forward-looking statements contained herein.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  CASI Pharmaceuticals, Inc.
   
  By: /s/ Wei-Wu He
  Name: Wei-Wu He
  Title: Chairman to the Board
   
Date: April 20, 2026    

 

 

 

FAQ

What financing did CASI (CASI) complete in this Form 6-K?

CASI Pharmaceuticals completed the fourth and final tranche of a US$20 million convertible note financing. This last tranche involved issuing a US$5 million convertible note to ETP Global III Fund LP under an existing purchase agreement.

What are the key terms of CASI’s new US$5 million convertible note?

The new note has a US$5 million principal, matures in 36 months, and carries 12% annual interest. It is convertible into ordinary shares using a volume weighted average price formula, within a US$1–US$2 per share range.

Who is the investor in CASI Pharmaceuticals’ convertible notes?

The investor is ETP Global III Fund LP, described as a partnership controlled by Dr. Wei-Wu He. Dr. He is also the Company’s Chairman, linking the financing to an entity associated with CASI’s leadership.

When and how can CASI’s US$5 million note be converted into shares?

CASI may convert the note at maturity, while the purchaser can convert anytime from the 91st day after issuance through maturity. Conversion uses a five-day volume weighted average share price, capped at US$2 and floored at US$1 per share.

How does this Form 6-K relate to CASI’s existing registration statements?

The information in this Form 6-K is incorporated by reference into CASI’s Form F-3 registration statements (File Nos. 333-283998 and 333-281621. This means the disclosed financing terms become part of those registration documents.