Opus Genetics (NASDAQ: IRD) sets up to $155M senior secured note financing

Rhea-AI Filing Summary

Opus Genetics, Inc. entered into a senior secured note purchase agreement that allows issuance of up to $155 million in senior secured notes. Purchasers have committed to $105 million, with an additional $50 million uncommitted and available upon meeting conditions and milestones.

The initial tranche of $35 million was funded at par on April 21, 2026, with these notes maturing on April 21, 2033. The notes bear floating interest based on Term SOFR, subject to a floor, plus a margin, paid quarterly. They are secured by substantially all company and subsidiary assets and guaranteed by certain subsidiaries, with obligations subject to customary events of default.

Insights

Capital structure analyst

Opus Genetics adds long-dated, secured debt capacity of up to $155M.

Opus Genetics has arranged a senior secured note structure permitting issuance of up to $155 million, with $105 million already committed and $35 million funded in an initial tranche. The maturity in 2033 provides long-dated capital relative to typical venture-style credit.

The notes are secured by substantially all assets and guaranteed by subsidiaries, which increases lender protection and usually implies tighter covenants and default triggers. Interest floats with Term SOFR plus a margin and a floor, so overall cost will track interest rate movements over time.

Additional tranches depend on customary funding conditions and specified milestones, meaning future borrowing capacity will hinge on operational progress. Investors can look to subsequent company disclosures to see if and when the remaining committed and uncommitted amounts are drawn under this structure.

8-K Event Classification

Item 2.03 — Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

1 item

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Key Figures

Maximum notes capacity: $155 million Committed notes: $105 million Initial tranche funded: $35 million +2 more

5 metrics

Maximum notes capacity $155 million Total senior secured notes permitted under agreement

Committed notes $105 million Amount purchasers have committed to buy

Initial tranche funded $35 million Initial Tranche Notes issued at par on April 21, 2026

Uncommitted capacity $50 million Remaining uncommitted portion of notes

Maturity date April 21, 2033 Maturity of Initial Tranche Notes

Key Terms

senior secured notes, Note Purchase Agreement, Term SOFR, events of default, +1 more

5 terms

senior secured notes financial

"The Note Purchase Agreement provides for, among other things, the issuance of up to $155 million of senior secured notes"

Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.

Note Purchase Agreement financial

"entered into a senior secured note purchase agreement (the “Note Purchase Agreement”) with OPCM SA LLC"

A note purchase agreement is a contract where an investor buys a company’s promissory note — essentially an IOU promising repayment with interest — instead of buying equity. It matters to investors because it defines the borrower’s repayment schedule, interest rate and legal protections, so it affects expected returns, risk of loss, and where the investor stands compared with shareholders or other creditors if the company runs into trouble.

Term SOFR financial

"The Notes bear interest in accordance with the Note Purchase Agreement at a floating rate based on Term SOFR, subject to a floor"

Term SOFR is a benchmark interest rate that reflects the cost of borrowing money over a specific period, based on actual transactions in the financial markets. It is used by lenders and borrowers to set the interest rates on loans and financial contracts, helping to ensure rates are fair and transparent. For investors, understanding term SOFR helps gauge borrowing costs and the overall direction of interest rates in the economy.

events of default financial

"may be accelerated in accordance with the Note Purchase Agreement upon the occurrence of customary events of default"

Events of default are specific breaches or failures listed in a loan, bond, or credit agreement that give lenders the right to act, such as demanding immediate repayment, raising interest rates, or taking secured assets. They matter to investors because triggering one is like setting off a financial alarm: it raises the chance of foreclosure, restructuring, or bankruptcy and can sharply reduce the value of a company’s stock or bonds and increase borrowing costs.

secured by substantially all of the assets financial

"The Initial Tranche Notes are secured by substantially all of the assets of the Company and its subsidiaries"

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 21, 2026

Opus Genetics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-34079	11-3516358
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

8 Davis Drive, Suite 220 Durham, NC		27713
(Address of principal executive offices)		(Zip Code)

(984) 884-6030

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value per share	IRD	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

As previously disclosed, on April 2, 2026, Opus Genetics, Inc., a Delaware corporation (the “Company”), and certain of its subsidiaries as guarantors, entered into a senior secured note purchase agreement (the “Note Purchase Agreement”) with OPCM SA LLC, as purchaser agent, and certain purchasers party thereto (the “Purchasers”). The Note Purchase Agreement provides for, among other things, the issuance of up to $155 million of senior secured notes (the “Notes”), of which the Purchasers have committed to purchase $105 million and the remaining $50 million is uncommitted. The issuance and purchase of each tranche of Notes is subject to the satisfaction of customary funding conditions and, in certain cases, achievement of certain pre-determined milestones. The initial tranche of $35 million was funded, and Notes in the aggregate amount of $35 million (the “Initial Tranche Notes”) were issued, on April 21, 2026.

The Initial Tranche Notes were issued at par and will mature on April 21, 2033. The Notes bear interest in accordance with the Note Purchase Agreement at a floating rate based on Term SOFR, subject to a floor, plus an applicable margin, and interest is payable quarterly. The obligations under the Initial Tranche Notes may be accelerated in accordance with the Note Purchase Agreement upon the occurrence of customary events of default, including payment defaults, covenant breaches, insolvency events and certain material adverse events. The Initial Tranche Notes are secured by substantially all of the assets of the Company and its subsidiaries and are guaranteed by certain of the Company’s subsidiaries.

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 hereunto duly authorized.

	OPUS GENETICS, INC.
Date: April 24, 2026	By:	/s/ Dr. George Magrath
	Name:	Dr. George Magrath
	Title:	Chief Executive Officer

FAQ

What financing did Opus Genetics (IRD) arrange in this 8-K?

Opus Genetics arranged a senior secured note purchase agreement providing for up to $155 million of senior secured notes. This structure offers committed and uncommitted capital, subject to conditions and milestones, to support the company’s future funding needs over a long-dated horizon.

How much of Opus Genetics’ senior secured notes are currently committed and funded?

Purchasers have committed to buy $105 million of Opus Genetics’ senior secured notes, within a total capacity of $155 million. An initial tranche of $35 million was funded at par, providing immediate capital while leaving additional committed and uncommitted amounts available.

When do Opus Genetics’ initial senior secured notes mature?

The initial tranche of Opus Genetics’ senior secured notes, totaling $35 million, matures on April 21, 2033. This long-dated maturity gives the company an extended period before principal repayment is due, compared with shorter-term credit facilities or typical bank loans.

What interest rate applies to Opus Genetics’ senior secured notes?

The senior secured notes bear interest at a floating rate based on Term SOFR, subject to a floor, plus an applicable margin. Interest is payable quarterly, so the company’s borrowing cost will move with market reference rates within the structure specified in the agreement.

What secures Opus Genetics’ senior secured notes under this agreement?

The initial senior secured notes are secured by substantially all assets of Opus Genetics and its subsidiaries and guaranteed by certain subsidiaries. This collateral and guarantee package enhances lender protection and typically comes with customary covenants and events of default provisions in the agreement.

Under what conditions can additional Opus Genetics note tranches be issued?

Issuance and purchase of each additional tranche of notes are subject to customary funding conditions and, in certain cases, achievement of predetermined milestones. This means future access to the remaining committed and uncommitted capacity depends partly on Opus Genetics meeting agreed operational or developmental milestones.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.7 KB