Senti Biosciences Secures $2M Convertible Debt and $2.5M Equity Commitment from Celadon Partners

On September 3, 2026, Senti Biosciences Holdings, Inc. completed a $2.0 million sale of Senior Secured Convertible Notes to NSG BioInnovation Fund, L.P. The notes carry a maturity date of November 23, 2026, at which point the company must pay 200% of the outstanding principal in cash. Interest only accrues at a 12% default rate upon an Event of Default. The notes are exchangeable into common stock of the issuer or convertible into common stock of Senti Holdings, subject to certain beneficial ownership limitations and a 19.99% exchange cap pending stockholder approval. Simultaneously, the company entered into an Equity Commitment Letter with an affiliate of Celadon Partners, LLC. Celadon has agreed to purchase $2.5 million of common stock at the Nasdaq "Minimum Price" around the time of a planned merger. Additionally, the company is pursuing a transaction involving a contingent value right (CVR) that could pay stockholders up to $60.0 million based on milestones for its product candidate, SENTI-202. The company filed a preliminary proxy statement on July 21, 2026, to seek stockholder approval for these transactions.