Akanda Corp. (NASDAQ: AKAN) carries a dilution overhang — shares that exist on paper but have not yet entered the trading supply — equal to roughly 1,516% of its current public float.
The company's free-trading float sits at approximately 540,841 shares against 785,655 shares outstanding. Behind those numbers are roughly 8.2 million additional shares that can be created through conversion of outstanding debt and special shares, according to an F-1 registration statement filed January 26, 2026. Put differently, the pending supply is about fifteen times the entire float that data services currently quote.
The January 2026 Notes: The Dominant Overhang
The largest single source of that overhang is a $7 million convertible note issued January 21, 2026, to unnamed institutional investors. The notes convert into common stock at the lower of $5.715 per share or 85% of the five-day volume-weighted average price — meaning the lender always pays at least 15% below the prevailing market price. A post-split floor of $1.143 nominally caps dilution, but that floor sits roughly 69% below the recent market level, offering little practical restraint.
The company has already registered 6,736,658 post-split shares for resale — the maximum issuable if conversions occur at the floor price. No further SEC filing or shareholder vote is required. The noteholders simply submit a conversion notice, receive shares, and can sell immediately. A beneficial-ownership blocker caps any single holder at 4.99% (electable to 9.99%) of shares outstanding at a time, which forces the position to be liquidated in tranches — a sell-and-reconvert cycle rather than a one-time event.
This is not theoretical. An identically structured $12 million note from September 2025 went from issuance to full conversion in approximately four months and forced two reverse splits along the way.
The Reverse-Split Treadmill
AKAN has executed six reverse splits since March 2023, at ratios of 1:10, 1:40, 1:2, 1:3.125, 1:5, and 1:4.5 — a cumulative consolidation of approximately one-for-56,250. The company states in its F-1 that it effects these splits when there is downward pressure "typically as a result of the sale into the market of registered Common Shares upon the conversion of outstanding convertible promissory notes." The board holds standing shareholder authority to execute additional splits up to a cumulative 1:100 ratio without a new vote, and the filing says the company "intends to strategically effect one or more additional reverse stock splits from time to time in 2026 or beyond."
Second-Tier Overhang
Beyond the January notes, $4.9 million in secured debt held by PGC Finco Inc. and Dunstan Holdings Ltd. converts at the greater of $6.12 or a 10% discount to the seven-day VWAP — meaning the conversion mechanism is dormant below $6.12 but activates automatically on any move above that level, for up to 1,213,333 post-split shares. An additional 251,257 post-split Class A and Class B Special Shares — unlisted shares that convert one-for-one into common — represent 46% of the current float.
Data Reliability
AKAN is a foreign private issuer with no 10-Q filing obligation. The last SEC-sourced share count dates to January 16, 2026 — nearly eight months before this assessment. The shares-outstanding figure in market-data feeds is arithmetically derived from market capitalization rather than filed with regulators. Every float figure should be treated as provisional.
ShareStructure assigns AKAN a dilution-risk score of 9 out of 10, reflecting maximum scores on convertible-note risk, historical dilution pattern, and recent issuance activity, offset only by the absence of any identified warrant overhang. The January 2026 notes mature on January 21, 2027, by which date all remaining principal and 10% interest must be converted or repaid — and a mandatory-redemption clause requires 20% of any new capital raise to retire notes at 105% of face value, structurally channeling the company toward more convertible paper rather than conventional equity offerings.