Rein Therapeutics, Inc. 8-K

What Happened
Rein Therapeutics, Inc. announced on January 15, 2026 (filed 8-K Jan 16, 2026) that it entered a securities purchase agreement with Funicular Funds, LP and issued an unsecured promissory note with a $2,500,000 principal amount in a private placement. The note was sold for $2,000,000 (reflecting a 20% original issue discount), bears no periodic interest other than the discount, and matures on the earlier of (i) the closing of the company’s next equity financing that raises at least $10,000,000 (excluding these note proceeds) or (ii) June 30, 2026.

Key Details

• Note principal: $2,500,000; purchase price (proceeds to company): $2,000,000 (20% original issue discount).
• Buyer: Funicular Funds, LP (managed by Cable Car Capital, LP); sale executed as a private placement.
• Maturity: earlier of next equity raise of ≥ $10,000,000 (single or related transactions) or June 30, 2026.
• The obligation is unsecured and there is no interest payable other than the original issue discount.
• The filing also categorizes this as the creation of a direct financial obligation and an unregistered sale of securities; the note and purchase agreement are filed as exhibits.

Why It Matters
This transaction provides Rein with $2.0M in near-term cash while creating a $2.5M promissory obligation on its balance sheet (the difference reflecting the 20% discount). The note’s short maturity window and the trigger tied to a future equity raise of at least $10M mean repayment or settlement could accelerate if the company secures a larger financing. The note is unsecured and carries no periodic interest payments, which affects the company’s cash interest requirements but not the effective cost reflected by the discount. Investors should note the financing’s size, cost, and the potential implications for future financing activities.