#Israel #NLS Pharmaceutics #Zurich #Kadimastem #NewCelX

NLS Pharmaceutics and Kadimastem Merger Update

NLS Pharmaceutics Ltd. and Kadimastem Ltd. have officially announced that they have satisfied all key conditions required for their upcoming merger. This crucial step enables NLS to begin trading successfully on the Nasdaq Capital Market, marking a significant transition for both entities.

The merger, set to finalize on October 30, 2025, comes after approval by Nasdaq, allowing for a seamless transition into a new phase of operations. Once the merger is complete, the combined entity will operate under the name NewCelX Ltd., and shareholders will see a change in their investment terms.

The delisting of Kadimastem’s shares from the Tel Aviv Stock Exchange (TASE) aligns with this transition, as trading for Kadimastem will be suspended beginning October 31, 2025. By then, Kadimastem shareholders are expected to receive 0.706 common shares of NLS for each ordinary share they hold, after accounting for a recent reverse stock split.

In preparation for this merger, Kadimastem shareholders are advised that their holdings in NLS Pharmaceutics will automatically convert to the new shares, facilitating a smoother transition into the newly formed company.

The operation of the newly formed NewCelX Ltd. is aimed at bolstering both companies' missions of developing pioneering therapies specifically for treatments of central nervous system disorders and conditions related to neurodegeneration. NLS Pharmaceutics, based in Switzerland, emphasizes innovative therapy development, while Kadimastem focuses on advancing allogeneic cell products for serious illnesses, including diabetes and neurodegenerative diseases.

The prospects stemming from this merger indicate a commitment to expanded research capabilities and an enhanced portfolio of clinical programs, bolstering their market presence.

Future Outlook

Looking ahead, the newly merged entity will not only shift its operational focus towards advanced clinical programs but also leverage shared resources to expedite product deployment. Following the trading of NewCelX shares, anticipated by November 4, 2025, both companies are expected to make substantial progress in their respective therapeutic developments.

Furthermore, both organizations have issued statements highlighting that they are aware of the potential challenges that accompany mergers, particularly in terms of regulatory approvals and market reactions. Integration processes will be closely monitored to address any emergent risks or business relationship changes.

Although this merger is poised to yield numerous opportunities, precautionary measures have been emphasized; unforeseen delays in launching clinical trials or regulatory enforcements still present inherent risks as indicated by both companies. Despite these uncertainties, the joint venture positions NLS Pharmaceutics and Kadimastem for a robust future.

As this merger closes and integrates their extensive resources and expertise, the holistic approach taken by NewCelX Ltd. marks a key forward-thinking strategy in the competitive biopharmaceutical landscape. Stakeholders are advised to stay tuned for updates as trading commences on Nasdaq and operations develop further within the integrated platform.

Conclusion

In summary, as of the completion date set for October 30, 2025, the merger between NLS Pharmaceutics and Kadimastem sets the stage for significant advancements in the treatment of CNS disorders and related diseases. The transition to NewCelX Ltd. offers renewed momentum for both entities, paving the way for an innovative future in biopharmaceutical therapeutic development. Investors and stakeholders look forward to the receipt of NewCelX shares and the associated opportunities this merger presents.