SRX Health Solutions Inc SEC Filings

The condensed consolidated 10-Q shows SRx Health Solutions incurred a net loss of $15.1 million for the three months and $29.7 million for the nine months ended June 30, 2025, compared with losses of $3.1 million and $11.1 million in the prior-year periods. The company reports a working capital deficiency of $49.6 million and $67.7 million (two comparative periods), material impairments to customer-list intangibles, and goodwill-related adjustments tied to prior acquisitions.

Significant corporate actions include a reverse acquisition that made SRx Canada the accounting acquirer, a private placement raising $8.8 million (1,280,000 shares and 2,756,697 pre-funded warrants), issuance of shares for advisory and settlement purposes, repurchase activity (76,800 shares repurchased in the period) and the subsequent filing for creditor protection under CCAA by the Canadian operating subsidiary, which led to a write-off of a prepaid amount. The company also has convertible and secured notes outstanding and a senior secured convertible note financing referenced as a subsequent event.

The DEF 14C excerpt for SRX Health Solutions, Inc. lists beneficial ownership figures and share reserve counts without broader narrative or proposals. It names individual holders including Glen Gibbons (1,280,926 shares, 3.85%), Michael Young (362,047 shares, 1.09%), Lionel F. Conacher (325,831 shares, 0.98%), Simon Conway (50,664 shares, 0.15%), David White (190,847 shares, 0.57%), Kent Cunningham (179,403 shares, 0.54%), and Carolina Martinez (125,770 shares, 0.37%). The document shows 33,198,807 outstanding common shares and reports shares reserved for options/warrants (3,160,808), future equity awards (5,878,981), and conversion of convertible notes (61,998). It also lists large totals of authorized but unissued common shares (e.g., 157,699,406 and higher figures in alternate columns). The excerpt identifies the disclosure scope to include directors, proposed nominees, officers, and their affiliates.

SRx Health Solutions, Inc. notified the SEC that it could not timely file its quarterly report for the period ended June 30, 2025 because it requires additional time to finalize the financial statements to be included in that report. The company checked Rule 12b-25(b), indicating the subject report will be filed on or before the fifteenth calendar day following the prescribed due date. The firm disclosed it completed a reverse merger in April 2025 and expects the upcoming earnings statements to reflect a significant change in results of operations versus the prior-year period due to that transaction and certain non-recurring charges and developments affecting legacy operations. The filing names Carolina Martinez as the contact with telephone 813-599-7956 and indicates all other required periodic reports for the prior 12 months have been filed.

SRx Health Solutions, Inc. announced that, pursuant to a Settlement, Share Forfeiture and Mutual Release Agreement, certain founders and officers of its wholly-owned subsidiary SRx Canada forfeited for cancellation approximately 18,839,332 million shares of SRx Canada stock that were exchangeable one-for-one into the Company's common stock. In consideration the Company agreed to release those parties from certain claims, and the filing states the forfeited shares represent approximately 60% of the aggregate number of Common Stock and Exchangeable Shares outstanding immediately prior to the Settlement.

The Company also accepted the voluntary resignation of director Adesh Vora, effective August 13, 2025, citing SRx Canada’s previously announced proceedings in Canada under the federal Companies' Creditors Arrangement Act. The Settlement Agreement is filed as Exhibit 10.1 and a related press release as Exhibit 99.1.

SRx Health Solutions, Inc. disclosed that its wholly owned Canadian subsidiary, SRx Health Solutions (Canada), Inc., obtained an Initial Order under the Companies' Creditors Arrangement Act from the Ontario Superior Court of Justice. The Court granted a stay of proceedings, appointed Grant Thornton Limited as Monitor, approved debtor-in-possession financing and authorized a sale process to identify potential transactions.

The Canadian unit secured DIP financing of up to $1,750,000 (which the filing states includes insider participation) to finance working capital and support restructuring while the sale process proceeds. The Company says it intends to continue critical Canadian operations during the proceedings, and that neither the parent company nor its U.S. subsidiary, Halo, Purely For Pets, Inc., have filed for bankruptcy in the U.S. or Canada.

Item 5.07: On 23 Jul 2025, stockholders holding 17.1 M votes (51.5% of the 33.2 M outstanding) of SRx Health Solutions, Inc. (SRXH) delivered a written consent approving an amendment that empowers the Board to carry out a reverse stock split of the company’s common shares at any ratio between 15-for-1 and 60-for-1. The Board may implement the split at any time before 31 Mar 2026 and may choose the exact ratio and timing without further shareholder action.

Because the majority was obtained by written consent, no shareholder meeting is required and there were no opposing, abstaining, or broker non-votes. The filing discloses no financial results, transactions, or other corporate actions beyond the potential split.

Reverse splits are often used to boost per-share price and preserve exchange listings, but they can also reduce liquidity and sometimes precede additional capital actions. Implementation remains at the Board’s sole discretion.