NuGen Medical Devices Inc. (TSXV: NGMD) has announced a loan agreement dated September 18, 2026 with Sol-Millennium Medical HK Limited for up to C$1.3 million, providing immediate financing ahead of a proposed acquisition. An initial advance of C$500,000 will be released once conditions precedent are satisfied, with the remaining C$800,000 tied to the execution of a definitive agreement to acquire Sol-Millennium Canada Inc. The loan carries a 6% annual interest rate and matures five years from the initial advance, and investors may be watching closely given the related-party nature of the arrangement.

Key Points

  • NuGen Medical Devices Inc. (TSXV: NGMD) announced a loan agreement with Sol-Millennium Medical HK Limited dated September 18, 2026
  • The loan totals up to C$1.3 million, structured as a C$500,000 initial advance and a C$800,000 second tranche contingent on a definitive acquisition agreement
  • The loan carries a 6% annual interest rate, compounding annually, with a five-year maturity from the initial advance date
  • The lender is owned and controlled by Liang Lin, the Company's CEO and director, making this a related-party transaction under MI 61-101

Loan Structure and Interest Terms Tied to Sol-Millennium Canada Acquisition

The loan is structured in two tranches linked to NuGen's previously announced proposed acquisition of Sol-Millennium Canada Inc. The first C$500,000 advances upon satisfaction of conditions precedent, while the second C$800,000 is contingent on a definitive acquisition agreement being executed. The loan bears interest at 6% per annum, calculated monthly and compounded annually. Should NuGen default on any payment, the overdue rate rises to 12% per annum compounded monthly. The loan matures five years from the date of the initial advance.

Use of Proceeds and Security Against Company Assets

NuGen states that proceeds will primarily cover costs related to the proposed transaction approved by the lender, working capital requirements before and after completion of the acquisition, and any other lender-approved purposes. The loan is secured against all present and after-acquired personal property of the Company under a general security agreement. NuGen is also required to prepay the loan from net cash proceeds of any qualifying event — including asset sales, equity financings, or change-of-control transactions — where proceeds equal or exceed C$1,000,000.

Related-Party Considerations and Board Approval Process for the NGMD Loan

Sol-Millennium Medical HK Limited is owned and controlled by Liang Lin, who serves as CEO and director of NuGen, making this a related-party transaction under Multilateral Instrument 61-101. The Company relied on applicable exemptions from both the valuation and minority shareholder approval requirements. The Board of Directors unanimously approved the transaction, with Mr. Lin declaring his conflict and abstaining from deliberations. No special committee was formed. NuGen disclosed that less than 21 days elapsed between the loan date and the material change report filing due to the urgency of its financing needs.

NuGen's InsuJet™ Business and Broader Strategic Context

NuGen develops needle-free devices for subcutaneous drug delivery. Its flagship InsuJet™ system is approved in 42 countries and targets people living with diabetes. The loan and proposed Sol-Millennium Canada acquisition represent steps the company is taking to advance its commercial strategy. The immediate share price impact was not clear from available public information.