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United Health Products, Inc. is registering up to 25,669,288 shares of common stock for resale by Alumni Capital LP. This total includes 15,000,000 shares that may be sold to Alumni under a $4,000,000 Any Market Purchase Agreement, 3,484,321 shares issuable on exercise of a warrant at $0.07462, and 7,184,967 shares issuable on conversion of a $289,267 senior convertible note at $0.06039 per share. Common shares outstanding were 258,690,253 as of January 14, 2026, and would be 284,359,541 if all these shares are issued. The company will not receive proceeds from Alumni’s resales but may receive cash from future share sales to Alumni and any cash warrant exercises.
United Health Products develops the CelluSTAT hemostatic gauze and is seeking FDA Premarket Approval to enter the Class III human surgical market. A 2019 trial showed faster time to hemostasis versus a leading competitor, but the FDA has issued a Warning Letter citing five clinical procedure violations, and resolution timing is uncertain. The company reports recurring losses, a going concern warning from its auditors, needs additional financing to fund its plan, and faces significant regulatory, dilution, liquidity and “penny stock” risks.
United Health Products, Inc. entered into new financing arrangements with Alumni Capital LP, including a senior convertible promissory note and an equity purchase facility. The note has a principal amount of $289,821, bears interest at 15% per annum, provided $250,000 of net proceeds at closing, and is due on or before December 31, 2026, with conversion into common stock allowed at $0.06 per share, subject to adjustments and a 9.99% ownership cap. The company agreed to reserve up to the lower of 20,000,000 shares or 150% of the maximum number of conversion shares and to file a resale registration statement on Form S-1 for the note shares by January 15, 2026.
The company also put in place an Any Market Purchase Agreement giving it the right to sell up to $4,000,000 of common stock to Alumni through December 31, 2027 or until the full commitment is purchased, with individual drawdowns generally based on 90% of the two lowest five-day VWAPs. In connection with this facility, Alumni received a five-year warrant to purchase up to 3,484,321 shares at $0.075 per share. Both the note and share issuances rely on private-offering exemptions and are supported by registration rights for future resales.
United Health Products (UEEC) filed its Q3 2025 report, showing no revenue as the company focuses on FDA approval for its CelluSTAT surgical hemostatic gauze. The quarter recorded a net loss of $285,594, and the nine-month period showed a net loss of $2,132,440.
Liquidity remains tight: cash stood at $18,376 and working capital was negative $1,963,227. Management stated there is substantial doubt about the company’s ability to continue as a going concern. Financing activity included $420,000 in new convertible notes during the nine months and 800,000 shares sold under the White Lion facility for $63,308; the CSPA commitment period ended on October 1, 2025. Shares outstanding were 258,690,253 as of November 14, 2025.
Regulatory progress remains the key driver. The FDA issued a Warning Letter related to the 2019 clinical study, and in April 2025 the FDA disapproved UHP’s IDE for a 27‑subject supplemental trial pending resolution of that letter. Subsequent to quarter end, UHP received $100,000 via a 60‑day promissory note at 13%, convertible at the holder’s election into notes maturing December 31, 2026.