# Tilray Brands, Inc. (TLRY) — restructuring/debt_for_equity_swap [announced]
Source: SEC API (secapi.ai) · situation sit_e733e381169b41f15ab0 · retrieved 2026-08-14T01:49:28.343Z

## Overview
Tilray Brands, Inc. is a medicinal chemicals and botanical products company engaged in cannabis production and distribution.

On August 4, 2026, Tilray Brands, Inc. completed private debt-for-equity exchange transactions with unrelated parties, issuing an aggregate of 1,377,334 shares of common stock in exchange for $6 million aggregate principal amount of the company's 5.20% Convertible Senior Notes due June 15, 2027. The shares were issued without registration under the Securities Act of 1933, in reliance on the Section 3(a)(9) exemption for securities exchanged with existing security holders where no commission or remuneration was paid.

## Terms
- Counterparty: Unrelated parties (convertible noteholders) · Deal value: $6.0M · Consideration: stock

## Key dates
- Announced 2026-08-10

## Timeline
- 2026-08-10 · 8-K (0001140361-26-032052): 8-K - Tilray Brands, Inc. — *Tilray Brands, Inc. is a medicinal chemicals and botanical products company engaged in cannabis production and distribution.* On August 4, 2026, Tilray Brands, Inc. completed private debt-for-equity exchange transactions with unrelated parties, issuing an aggregate of 1,377,334 shares of common stock in exchange for $6 million aggregate principal amount of the company's 5.20% Convertible Senior Notes due June 15, 2027. The shares were issued without registration under the Securities Act of 1933, in reliance on the Section 3(a)(9) exemption for securities exchanged with existing security holders where no commission or remuneration was paid.
  https://www.sec.gov/Archives/edgar/data/1731348/0001140361-26-032052.txt

## Citations
- 0001140361-26-032052 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000114036126032052