Genesis Holdings, Inc. (OTCID: GNIS) announced the completion of a series of Partial Debt Exchange Agreements, converting two-thirds of each holder's outstanding convertible promissory notes into newly designated Series D Preferred Stock. This marks the finalization of Phase I of the balance sheet restructuring initiative first announced in May 2026, positioning the company for its next growth phase.
CEO Oscar Brito stated, "This restructuring fundamentally cleans up our balance sheet. We have taken a substantial majority of our outstanding convertible debt and capitalized it into preferred equity. Just as importantly, in doing so we have eliminated the conversion discounts, price-based kickers, and other dilutive features that came with the legacy convertible notes - which materially reduces our go-forward cost of capital and removes a significant overhang for our shareholders."
The pro forma balance sheet as of June 30, 2026 reflects total stockholders' equity of approximately $901,550, compared to a stockholders' deficit as of December 31, 2025 - a swing of roughly $3.0 million driven primarily by the capitalization of convertible debt into Series D Preferred Stock. Total liabilities were reduced to approximately $42,745 from convertible debt and other current liabilities previously carried on the balance sheet.
With the capital structure cleaned up, the company is entering the next phase from a position of strength. Brito added, "This restructuring was completed ahead of the planned launch of our first digitally structured funds through our partnership with Aurami Capital and Miami Real Investment (MRI), and we believe it positions Genesis and our partners to engage investors from a much stronger footing."
The restructuring follows the strategic partnership between Travaleo, the company's wholly owned digital investment platform, and Aurami Capital, announced in April 2026. Under that partnership, Genesis and Aurami Capital have been working together - including with established manager relationships in Mexico - to bring branded luxury real estate investment opportunities to market through structured, digitally structured fund offerings. The company is looking to launch its first two funds under the Travaleo / Aurami Capital partnership within the next 45 days, though no assurance can be given. Genesis believes that having completed its balance sheet restructuring ahead of these anticipated launches will allow it to approach investors from a stronger financial position.
For more information about the involved entities, visit Aurami Capital, Miami Real Investment, Travaleo, and Genesis Holdings.
