# Longevity Health Holdings, Inc. (XAGEW) — restructuring/exchange_offer [announced]
Source: sec.gov · situation sit_c77acfdc0db11f66b0b2 · public 6183328655868905699 · retrieved 2026-08-19T12:55:15.770Z

## Overview
Longevity Health Holdings, Inc. (formerly Carmell Corp and Carmell Therapeutics Corp) is a Delaware corporation engaged in healthcare and cosmetics operations through subsidiaries including Carmell Regen Med Corporation and Carmell Cosmetics Corporation.

On August 13, 2026, Longevity Health Holdings, Inc. and its subsidiary Carmell Regen Med Corporation settled litigation with Puritan Partners LLC by exchanging Puritan's existing $1,250,000 convertible note and warrant for two new 10% Senior Secured Convertible Notes: an Initial Note of $1,250,000 and an Additional Note of $1,100,000 (total $2,350,000), both due February 13, 2028. The Notes are convertible at an initial price of $0.50 per share, with an alternative conversion price of 80% of the average closing price over the five trading days preceding conversion. The Notes bear 10% annual interest, are secured by a first-priority lien on substantially all assets of the Company and its subsidiaries (including intellectual property), and are guaranteed by Carmell Regen and Carmell Cosmetics Corporation. The parties agreed to dismiss the underlying litigation without prejudice within three business days.

## Terms
- Counterparty: Puritan Partners LLC · Consideration: mixed · Price/share: $0.5

## Key dates
- Announced 2026-08-14

## Timeline
- 2026-08-14 · 8-K (0001437749-26-028011): 8-K - Longevity Health Holdings, Inc. — *Longevity Health Holdings, Inc. (formerly Carmell Corp and Carmell Therapeutics Corp) is a Delaware corporation engaged in healthcare and cosmetics operations through subsidiaries including Carmell Regen Med Corporation and Carmell Cosmetics Corporation.* On August 13, 2026, Longevity Health Holdings, Inc. and its subsidiary Carmell Regen Med Corporation settled litigation with Puritan Partners LLC by exchanging Puritan's existing $1,250,000 convertible note and warrant for two new 10% Senior Secured Convertible Notes: an Initial Note of $1,250,000 and an Additional Note of $1,100,000 (total $2,350,000), both due February 13, 2028. The Notes are convertible at an initial price of $0.50 per share, with an alternative conversion price of 80% of the average closing price over the five trading days preceding conversion. The Notes bear 10% annual interest, are secured by a first-priority lien on substantially all assets of the Company and its subsidiaries (including intellectual property), and are guaranteed by Carmell Regen and Carmell Cosmetics Corporation. The parties agreed to dismiss the underlying litigation without prejudice within three business days.
  https://www.sec.gov/Archives/edgar/data/1842939/0001437749-26-028011.txt

## Citations
- 0001437749-26-028011 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000143774926028011