SCHEDULE 13G/A: 3i, LP and Affiliates Disclose 9.9% Beneficial Ownership in Scorpius Holdings, Inc.

Sentiment:

Beneficial Ownership Report 11 February 2025 11:10 PM

An amended Schedule 13G filing reveals that 3i, LP, 3i Management LLC, and Maier Joshua Tarlow collectively hold a 9.9% beneficial ownership stake in Scorpius Holdings, Inc., comprising direct shares, warrants, and a convertible note.

Capital raiseThe document details the existence and terms of Pre-Funded Common Stock Purchase Warrants, Common Stock Purchase Warrants, and a Senior Secured Convertible Note (approximately $12.4 million principal amount), which are instruments typically issued as part of a capital raise.These instruments allow for the acquisition of additional shares, subject to beneficial ownership limitations (blockers) of 9.99% for Pre-Funded Warrants and 4.99% for Warrants and the Note.

Summary

The filing is an Amendment No. 1 to a Schedule 13G, updating beneficial ownership information for Scorpius Holdings, Inc.
The reporting persons are 3i, LP, 3i Management LLC, and Maier Joshua Tarlow, who have a joint filing agreement.
Collectively, the reporting persons beneficially own 524,571 shares of Scorpius Holdings, Inc. Common Stock.
This ownership represents 9.9% of the company's outstanding Common Stock, based on 4,868,268 shares outstanding as disclosed in a December 27, 2024, Form S-1 registration statement.
Beneficial ownership consists of 141,870 directly held shares of Common Stock and an aggregate of 382,701 shares issuable upon exercise of Pre-Funded Warrants, Warrants, and conversion of a senior secured convertible note.
The Pre-Funded Warrants are subject to a 9.99% beneficial ownership limitation ('Blocker'), while the Warrants and the senior secured convertible note (approximately $12.4 million principal amount) are subject to a 4.99% Blocker.

Sentiment

Score: 6

Explanation: The document is a factual disclosure of beneficial ownership. The maintenance of a significant 9.9% stake by an institutional investor is generally a neutral to slightly positive signal, indicating continued interest and confidence.

Positives

A significant institutional investor (3i, LP) maintains a substantial 9.9% stake, indicating continued confidence in Scorpius Holdings, Inc.

Stakeholder Impact

Shareholders: The disclosure of a significant beneficial ownership stake by an institutional investor provides transparency regarding the company's ownership structure and potential influence.

Key Dates

Date	Description
2024-09-26	Original Schedule 13G filed by the Reporting Persons with the SEC.
2024-12-27	Registration statement on Form S-1 filed by Scorpius Holdings, Inc. with the U.S. Securities and Exchange Commission, disclosing 4,868,268 outstanding shares of common stock.
2024-12-31	Date of event which requires filing of this statement (beneficial ownership calculation date).
2025-02-11	Date of filing for Amendment No. 1 to Schedule 13G.

Keywords

Scorpius Holdings Inc., SEC filing, Schedule 13G, beneficial ownership, institutional investment, common stock, warrants, convertible note, equity stake, 3i LP

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