8-K: Zynex Emerges from Chapter 11, Wipes Out Old Equity

Zynex, Inc. successfully exited Chapter 11 bankruptcy, implementing a reorganization plan that included new financing, cancellation of all prior equity, and significant corporate governance changes.

Summary

• Zynex, Inc. and its subsidiaries emerged from Chapter 11 bankruptcy protection on March 26, 2026, following the confirmation of its Plan of Reorganization by the U.S. Bankruptcy Court.
• The company secured a new $10.0 million senior secured term loan facility, maturing April 20, 2034, with interest paid in kind at the applicable federal rate.
• All obligations under the previous $22.3 million DIP Credit Facility and $60.0 million 5.00% Convertible Senior Notes due 2026 were discharged.
• All previously issued and outstanding equity interests, including common stock and equity awards, were canceled and extinguished.
• Altivera Medical Holdings LLC, the Plan Sponsor, received 100% of the 1,000 newly issued shares of common stock.
• The company's common stock was delisted from Nasdaq on December 17, 2025, suspended from trading on December 24, 2025, and began trading on the Pink Limited Market under the symbol ZYXIQ.
• The Articles of Incorporation were amended to authorize 1,000,000 shares of common stock with a par value of $0.001, eliminating previously authorized preferred stock and significantly reducing the total authorized shares from 110,000,000.
• Bylaws were amended to streamline special meeting notices for the Board, clarify stockholder voting, and remove provisions for stockholder nominations and proposals.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this as a highly negative event for prior shareholders due to the complete cancellation of their equity. While the company has emerged from bankruptcy, it is under new ownership and has undergone a severe restructuring, indicating significant past financial distress.

Positives

• Successful emergence from Chapter 11 bankruptcy, providing a fresh start for the company.
• Secured $10.0 million in new senior secured term loan financing, providing necessary capital for future operations.
• Discharge of significant prior debt obligations, including a $22.3 million DIP Facility and $60.0 million Convertible Senior Notes, reducing the company's financial burden.
• Streamlined corporate structure with a single class of common stock and reduced authorized shares.

Negatives

• All previously issued and outstanding equity interests, including common stock, were canceled and extinguished, resulting in a complete loss for prior shareholders.
• Delisting from Nasdaq and subsequent trading on the Pink Limited Market (ZYXIQ) indicates a loss of major exchange listing and reduced liquidity.
• Removal of stockholder nominations and proposals provisions in the Bylaws reduces the influence of minority shareholders on corporate governance.

Risks

• The new term loan facility automatically converts to common stock at maturity or earlier upon full payment of the Zynex Non-Prosecution Agreement obligations, which could lead to dilution for the Plan Sponsor if the fair market value of common stock is low.
• The company's ability to realize the intended benefits of the restructuring transactions is subject to various risks and uncertainties, as noted in the forward-looking statements.
• Ongoing risks and uncertainties are referenced in previous 10-K/A and 10-Q filings, which are material to the company's future operations and financial performance.

Future Outlook

The company has emerged from Chapter 11, restructuring its debt and equity. The new $10.0 million term loan facility provides capital, and the conversion feature ties repayment to the company's future common stock value. The company's ability to realize the intended benefits of this restructuring is subject to various risks and uncertainties, as detailed in prior SEC filings.

Management Comments

• The officers of the Company remain as officers of the Company in the same capacities as prior to the Effective Date.

Industry Context

StockSavvy.ai notes that successful emergence from Chapter 11, while often a necessary step for distressed companies, typically involves significant concessions from prior stakeholders. The complete cancellation of existing equity is a common outcome in such reorganizations, reflecting the severe financial distress the company faced. The new financing structure, particularly the conversion feature of the term loan, suggests a strong alignment of interests with the new Plan Sponsor, Altivera Medical Holdings LLC, who now owns 100% of the reorganized company's equity. This type of restructuring allows the company to shed burdensome debt and recapitalize, positioning it for a potential turnaround, albeit under new ownership and with a significantly altered capital structure.

Comparison to Industry Standards

• The complete cancellation of existing equity is a standard outcome for shareholders in Chapter 11 reorganizations where the company's liabilities exceed its assets, similar to cases like General Motors' 2009 bankruptcy or Pacific Gas and Electric's 2019 bankruptcy, where common stock was rendered worthless.
• The provision of exit financing, such as the $10.0 million senior secured term loan, is a typical component of a Chapter 11 plan, providing liquidity for post-bankruptcy operations, comparable to exit financing packages seen in other corporate restructurings.
• The delisting from a major exchange like Nasdaq and subsequent trading on the Pink Limited Market is a common consequence of bankruptcy filings, reflecting a loss of investor confidence and failure to meet listing requirements, similar to many small-cap companies that undergo financial distress.

Management Changes

Corporate Governance

Legal Proceedings

• The company and certain subsidiaries filed voluntary petitions under Chapter 11 of the Bankruptcy Code.
• The U.S. Bankruptcy Court for the Southern District of Texas entered a Confirmation Order for the Plan of Reorganization.
• A Zynex Non-Prosecution Agreement dated February 17, 2026, among the Company and the United States Attorneys Office for the District of Rhode Island, is referenced in relation to the Exit Credit Agreement conversion.

Stakeholder Impact

• Shareholders (prior): Experienced a complete loss of their investment as all outstanding equity interests were canceled and extinguished.
• Plan Sponsor (Altivera Medical Holdings LLC): Gained 100% ownership of the reorganized company's common stock and provided exit financing, becoming the primary beneficiary of the restructuring.
• Creditors (DIP Facility, Convertible Senior Notes holders): Their obligations were discharged as part of the Plan of Reorganization, indicating they likely received some form of recovery as per the Plan, though the filing does not detail the specifics of their recovery.
• Employees: Officers remain in their same capacities, suggesting continuity in day-to-day operations, but the overall impact on other employees is not specified.
• Customers/Suppliers: The company's emergence from bankruptcy aims to stabilize operations, which could benefit customers and suppliers by ensuring business continuity.

Next Steps

• The new term loan facility will convert to common stock upon maturity (April 20, 2034) or earlier upon full payment of the Zynex Non-Prosecution Agreement obligations.
• Director and officer compensation will be determined by the applicable governing bodies.
• The company will continue to operate under its newly amended Articles of Incorporation and Bylaws.

Key Dates

Recommendation

This filing details the complete cancellation and extinguishment of all previously issued and outstanding equity interests, including common stock, rendering prior shareholder investments worthless. While the company has emerged from bankruptcy with new financing and ownership, this event represents a total loss for existing public shareholders.

Keywords

Zynex, ZYXIQ, Chapter 11, bankruptcy, reorganization, SEC filing, 8-K, corporate governance, equity cancellation, debt restructuring, Altivera Medical Holdings, Nasdaq delisting, Pink Limited Market, senior secured term loan, Articles of Incorporation, Bylaws