Analysis of Oncotelic Therapeutics (OTLC) Form 8-K Financing Event

Pursuant to Form 8-K [1] filed by Oncotelic Therapeutics, Inc. with the U.S. SEC on January 6, 2026, the company completed a significant financing event on December 31, 2025, with details as follows:

Item	Details
Event Date	December 31, 2025
Disclosure Date	January 6, 2026
Participating Investors	22 accredited investors
Number of Units Issued	44 units (total issuance cap of 500 units)

• Face Value
  : $25,000 per unit
• Annual Interest Rate
  : 12%
• Maturity Date
  : 2 years after final closing
• Conversion Price
  : Convertible into 250,000 shares of the company’s common stock (at $0.10 per share) or 25,000 shares of EdgePoint common stock (at $1.00 per share) [1]

• Included per Unit
  : 250,000 company warrants
• Exercise Price
  : $0.12 per share
• Term
  : exercisable within 2 years from issuance
• Anti-dilution Provision
  : Applicable [1]

• Treatment of 2023 Notes
  : The notes issued in 2023 are deemed repaid, with their value included in the newly issued notes
• Warrant Extension
  : The maturity date of the warrants issued in 2023 is extended by 2 years, with the original vesting terms retained
• Share Exchange Arrangement
  : Investors are allowed to convert shares of EdgePoint AI, Inc. (a consolidated minority-owned subsidiary) into Oncotelic common stock at a 10:1 ratio (equivalent to a conversion price of $0.10 per share, consistent with EdgePoint’s original issuance price of $1.00 per share) [1]

---

Pursuant to the currently disclosed terms, 44 units may potentially result in the issuance of:

• Common Stock
  : 44 × 250,000 =
  11 million shares
• Warrants
  : 44 × 250,000 =
  11 million shares
  (if all are exercised)

Based on the company’s current outstanding common stock of approximately 11 million shares [2], this financing may lead to

. In addition, if all warrants are exercised at $0.12 per share, the company will receive approximately $1.32 million, but at the cost of further diluting existing shareholders’ equity.

According to market data, prior to the filing of the Form 8-K (as of January 5, 2026), OTLC’s stock price had declined for 3 consecutive days, with 8 down days in 10 days, representing a cumulative drop of 20.21% [2]. The stock price fell from $0.0778 to $0.0750, a decrease of 3.60% [2]. Technical analysis indicates that the stock has been downgraded to a “Strong Sell” candidate [2].

• The company received approximately $1.1 million (44 × $25,000) in new capital through this financing
• The 12% annual interest rate provides a fixed income guarantee for investors, but the cost will be borne by the company
• The settlement of old notes helps simplify the company’s capital structure

• High-interest debt (12%) increases the company’s financial burden
• May face pressure from note conversion into equity in the future
• Sustained financing activities indicate that the company has not yet achieved self-sufficiency in cash flow

On November 20, 2025, the company announced that its joint venture partner GMP Bio received a pipeline valuation from independent third-party valuation firm Frost & Sullivan (Hong Kong), which estimated the value of its therapeutic drug pipeline at approximately [3][4]. This means that the 45% stake held by Oncotelic Therapeutics is valued at approximately [4].

• OT-101 Drug
  : In key clinical stage
• Deciparticle™ Nanomedicine Platform
  : Has differentiated technological advantages
• Patent Portfolio
  : Dr. Vuong Trieu, CEO, has filed over 500 patent applications and holds 75 granted patents [4]
• IPO Expectation
  : The GMP Bio joint venture plans to conduct an initial public offering on the Hong Kong Stock Exchange by the end of 2026 [3]

---

Evaluation Dimension	Risk/Opportunity	Details
Short-Term Risk	High	Equity dilution, weak technical performance, continuous downward trend
Mid-Term Risk	Medium-High	High-interest debt burden, ongoing financing needs
Mid-Term Opportunity	Medium	Capital injection supports clinical trial advancement
Long-Term Opportunity	High	$1.7 billion pipeline valuation, expected Hong Kong IPO
Long-Term Risk	Medium	Clinical trial uncertainty, changes in market conditions

• Investors with high risk tolerance
  : May consider establishing a strategic position at the current low price
• Long-term value investors
  : Focus on the potential returns from the $1.7 billion pipeline valuation and future IPO
• Conservative investors
  : Advised to avoid, wait for clearer signals of fundamental improvement

• Progress of subsequent financing tranches (4th, 5th tranches, etc.)
• GMP Bio’s Hong Kong IPO timeline
• Release of OT-101 clinical trial data
• Technical support level for the stock price (currently around $0.075) [2]

---

The Form 8-K disclosure by Oncotelic Therapeutics reflects the company’s ongoing multi-tranche financing activities. Although there are short-term equity dilution and market pressures, in the long term, the $1.7 billion pipeline valuation from the GMP Bio joint venture and the upcoming expected Hong Kong IPO provide significant upside potential for investors.

Investors should weigh

and make investment decisions based on their own risk preferences. For investors who can tolerate high volatility, the current price level may offer an attractive entry opportunity, but they need to closely track the company’s subsequent financing and clinical trial progress.

---

[1] Oncotelic Therapeutics, Inc. Form 8-K (SEC.gov). https://www.sec.gov/Archives/edgar/data/908259/000149315226000613/form8-k.htm

[2] Oncotelic Therapeutics (OTLC) Stock Price Analysis (StockInvest.us). https://stockinvest.us/stock/OTLC

[3] Oncotelic Achieves Breakthrough $1.7 Billion Pipeline Valuation Through GMP Bio Joint Venture (GlobeNewswire). https://www.globenewswire.com/news-release/2025/11/20/3191815/0/en/Oncotelic-Achieves-Breakthrough-1-7-Billion-Pipeline-Valuation-Through-GMP-Bio-Joint-Venture.html

[4] Oncotelic Achieves Breakthrough $1.7 Billion Pipeline Valuation (BioSpace). https://www.biospace.com/press-releases/oncotelic-achieves-breakthrough-1-7-billion-pipeline-valuation-through-gmp-bio-joint-venture