Summary: NLS Pharmaceutics Ltd, a biotechnology company developing a dual orexin agonist platform, announced the completion of the initial $500,000 closing of a $1 million financing agreement with an accredited investor. The agreement, executed at $3.10 per share—48% above the market closing price prior to the company’s extraordinary general meeting—does not include warrants. This financing, along with a prior $3.2 million investment, supports NLS’ proposed merger with Kadimastem Ltd, which aims to create a Nasdaq-traded biotechnology company with advanced-stage clinical product candidates. The companies have highlighted the strategic potential of the merger in advancing innovative therapies in cell therapy and neuroscience.
Key Takeaways:
- Initial $500K Financing Closed: NLS Pharmaceutics completed the first $500,000 of a $1 million financing deal, executed at a 48% premium to its market price, to support its merger with Kadimastem.
- Merger Progress with Kadimastem: The financing facilitates the proposed merger, intended to create a Nasdaq-listed biotechnology company focused on cell therapy and neuroscience.
- Strategic Position Enhanced: Leaders of both companies emphasize the funding’s role in strengthening their capacity to finalize the merger and deliver value through innovative therapies.
NLS Pharmaceutics Ltd, developing a dual orexin agonist platform, and Kadimastem Ltd announced the completion of the initial closing of $500,000 of the previously announced $1 million financing between NLS and an accredited investor under a securities purchase agreement following NLS’ extraordinary general meeting.
As previously detailed in NLS’ report on Form 6-K submitted to the Securities and Exchange Commission on Dec 4, 2024, the agreement involved no warrants and was executed at a share price of $3.10, representing 48% above the NLS market closing share price as of Jan 6, 2025, the last trading day prior to the date of the NLS’ extraordinary general meeting.
Ronen Twito, Kadimastem’s executive chairman and CEO, and Alexander C. Zwyer NLS’ CEO and executive board member state in a release, “With the successful completion of the fundraising, NLS is further bolstering its capacity to complete the merger with Kadimastem.”
This financing, along with the previously announced $3.2 million investment in NLS dated October 2024, is a step in facilitating the previously announced proposed merger with Kadimastem, which aims to create a combined Nasdaq-traded biotechnology company with product candidates in advanced stages of clinical development.
Additionally, as previously announced, NLS recently filed an F-4 Registration Statement with the US Securities and Exchange Commission, outlining the details of a proposed merger with Kadimastem. The company intends to convene an extraordinary general meeting to secure the necessary approvals for the merger as part of the closing process.
“With the successful completion of the initial portion of the fundraising, we are further bolstering our capacity to complete the merger with Kadimastem, which we believe will enhance our strategic position in the biotechnology sector,” says Zwyer in a release. “We are enthusiastic about the opportunities ahead and remain committed to delivering value to our shareholders and making a significant impact in patient care.”
Twito adds in a release, “The successful completion of this financing of NLS marks a significant advancement in our journey toward merging with NLS Pharmaceutics. This funding not only demonstrates confidence in our strategic direction but also positions us to create a powerful new entity in the biotechnology sector. We are excited about the enhanced opportunities this merger will unlock for our shareholders and our commitment to advancing innovative therapies in cell therapy and neuroscience.”
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