Scalare Partners Holdings (ASX: SCP) – Scalare Amends Convertible Note Agreement

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August 26, 2026

Scalare Partners Holdings Limited has secured an amendment to its convertible note funding agreement with Blackstone Mercantile Group Ltd that restructures the delivery of the second tranche of funding. Rather than receiving the $4.5 million in a single payment, the company will now draw down the funds across three equal instalments of $1.5 million each, scheduled for 26 August 2026, 24 September 2026, and 24 October 2026. Blackstone has already transferred the first instalment and provided remittance advice, with SCP expecting the funds to arrive imminently.

This amendment reflects a pragmatic adjustment to the original funding arrangement agreed on 30 June 2026 and announced publicly on 2 July 2026. The shift from a lump sum to staged payments typically benefits both parties in different ways. For Blackstone, the extended drawdown schedule may better suit their capital deployment preferences or funding availability. For SCP, the staggered approach potentially offers improved working capital management and allows the company to demonstrate operational progress between funding tranches, though it does extend the funding period by two months.

An ancillary change to the agreement affects the compensation structure for Fairfax Partners Inc, the investor relations service provider. Under the original arrangement, Fairfax Partners was to receive a one-off payment of $1.5 million. The amendment restructures this to $500,000 from each of the three instalments, maintaining the same total value while aligning the payment schedule with the funding drawdowns. This change suggests careful coordination between all parties to manage cash flow implications across the funding extension.

For SCP shareholders, the amendment presents a mixed picture that warrants close attention. The staged funding approach reduces the immediate cash position the company can deploy, which may constrain near-term strategic initiatives or operational expansion. However, the change also demonstrates flexibility and cooperation between the company and its funding partner, which could be viewed positively as evidence of a collaborative relationship. Notably, the company is still securing the full $4.5 million, so the total capital available remains unchanged; only the timing has shifted.

The price-sensitive nature of this announcement underscores the materiality of funding arrangements to SCP’s operations and capital structure. For investors, the key considerations are whether the extended drawdown schedule aligns with SCP’s cash burn rate and growth plans, and whether the company can effectively utilise each $1.5 million instalment as it arrives. The fact that Blackstone has already transferred the first payment is encouraging, as it confirms the commitment remains on track despite the amendment.

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Investors should monitor SCP’s cash flow guidance and quarterly reporting to assess whether the staggered funding structure supports or constrains the company’s strategic objectives. The next critical milestones will be the September and October payments from Blackstone and management’s commentary on how the restructured funding is being deployed. This announcement has been flagged as price sensitive and material by the ASX.

View the full ASX announcement (PDF)

About Scalare Partners Holdings Limited (ASX: SCP)

Scalare Partners Holdings Limited is an Australian venture capital and investment firm specializing in early-stage technology startups. The company provides capital, mentorship, and ecosystem services to founders through direct investment and strategic acquisitions of complementary businesses including Tank Stream Labs, Tech Ready Women, and the Australian Technologies Competition. It operates across Australia, the United States, and other markets, enabling retail investors to gain exposure to early-stage startup investments.

If you would like to discuss this announcement or how it might affect your portfolio, request a callback or call us on 1300 889 603.

This is general advice only. MF & Co Asset Management has not considered your personal financial needs, objectives or current situation. This information is not an offer, solicitation, or a recommendation for any financial product unless expressly stated. You should seek professional investment advice before making any investment decision.

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