Upexi Inc SEC Filings

On 22 Jul 2025 MMCAP International Inc. SPC and its affiliate MM Asset Management Inc. filed a Schedule 13G revealing a sizeable holding in Upexi, Inc. (UPXI).

• Beneficial ownership: 12,941,176 common shares, representing 9.99 % of the outstanding class.
• Power: 0 shares sole voting/dispositive; full power is held jointly over all reported shares.
• Origin of stake: senior convertible notes that can be exchanged for common stock, subject to a 9.99 % conversion cap.
• Trigger date: 16 Jul 2025.

The disclosure indicates meaningful institutional interest while flagging potential dilution should conversion limits change.

On 15 Jul 2025, XBP Americas, LLC, a wholly-owned subsidiary of XBP Europe Holdings, Inc. (Nasdaq: XBP / XBPEW), closed the acquisition of 100% of Exela Technologies BPA, LLC and its subsidiaries (the “BPA Group”) from Exela Technologies, Inc. under the Membership Interest Purchase Agreement signed 3 Jul 2025.

The purchase price was only $1.00 because the BPA Group is operating under Chapter 11 bankruptcy (case “In re DocuData Solutions, L.C.”) and carries substantial encumbrances. The deal is classified as a related-party transaction as both buyer and seller share common ownership.

The transaction contains conditions subsequent: if the bankruptcy reorganization plan is not effective or other conditions are unmet by 7 Aug 2025, XBP can rescind the purchase. The filing provides no pro-forma financials, synergies or earnings guidance.

Key implications: XBP gains potential upside from a distressed asset at minimal cash cost but assumes restructuring risk and faces governance scrutiny due to the affiliated nature of the deal.

Vivakor (VIVK) filed an 8-K disclosing a series of debt restructurings and new borrowings with existing lender J.J. Astor & Co.

• Forbearance & Amendment (7/9/25): Lender agreed to forbear existing defaults, advance up to an additional $4.4 M, and extend the resale registration deadline to 7/18/25. Outstanding principal on the March 2025 junior secured convertible note was reset to $6.77 M (110% of $6.15 M) and a $615k fee plus $291k accrued interest become cash-payable by 1/7/26.
• Additional Junior Secured Convertible Note: Face value $5.94 M, but after a $1.54 M original issue discount, $176k origination fee, $20k legal fees, and $3.23 M holdbacks, net cash received on 7/15/25 was only $0.97 M. The note amortises over 40 weekly $148.5k instalments, payable in cash or registered shares at a 20% discount; default converts at a 50% discount. A junior lien on all assets secures both notes. Company reserved 15 M shares and issued 150k commitment shares.
• Unregistered Equity: Commitment shares and note were issued under Section 4(a)(2) with Rule 144 legends.

Implications: The transactions provide near-term liquidity and forestall default but at significant cost—high fees, steep OID, aggressive share-settlement terms, and further dilution risk.

Constellation Brands (STZ) – Form 4 insider transaction

Richard Sands, a Director and >10% owner, reported the vesting and automatic conversion (code “M”) of 503 restricted stock units into an equal number of Class A common shares on 07/10/2025. No cash was exchanged (exercise price $0). After the transaction, Sands’ direct holdings rose to 503 shares. He also maintains large indirect positions:

• 188,015 shares through RES Master LLC
• 5,066,666 shares through RES Business Holdings LP
• 1,736,884 shares through SER Business Holdings LP
• 15,720 shares held by his spouse

The filing reflects routine incentive-plan vesting rather than open-market buying or selling. Given the small share count relative to Sands’ multi-million-share stake and STZ’s ~200 million-share float, the event is unlikely to have a material impact on valuation or market sentiment.

Key take-away: A group of Attestor-related entities and their principal, Jan-Christoph Peters, have filed a Schedule 13G disclosing passive ownership of Upexi, Inc. (ticker UPXI) common stock.

• Reporting persons: Attestor Value Master Fund LP, Attestor Value Fund GP Ltd, Attestor Capital Ltd, Attestor Ltd and Mr. Peters (together, the “Reporting Persons”).
• Shares owned: 3,419,461 shares of UPXI common stock.
• Ownership percentage: 9.0 % of the outstanding class.
• Voting & dispositive power: 0 shares held with sole power; 3,419,461 shares held with shared voting and dispositive power.
• Date triggering filing: 23 June 2025; filing signed: 11 July 2025.
• Jurisdictions: Operating entities organised in the Cayman Islands; investment-management entity and Mr. Peters domiciled in the United Kingdom.
• Filing basis: Schedule 13G (passive investment); certification states the stake was acquired in the ordinary course and not to influence control.

The filing establishes that the Attestor group is now a 5 %-plus shareholder in Upexi, giving it disclosure obligations under Section 13 of the Exchange Act. No additional financial results, purchase prices or strategic intentions are provided.