MergerMay 15, 2026, 05:17 PM
Polomar & Altanine Waive Merger Conditions, Expediting Deal
AI Summary
Polomar Health Services, Inc. and Altanine, Inc. executed a Consent and Waiver Letter on May 11, 2026, waiving several key conditions for their merger, including the S-4 registration statement effectiveness, Nasdaq listing approval, a $25 million equity credit line, a reverse stock split to achieve a $10 share price, and the completion of concurrent financing. This waiver aims to expedite the merger's closing. Additionally, Polomar amended its CEO Terrence M. Tierney's employment agreement, outlining his transition to Executive Vice President and COO post-merger, adjusting his base salary, and detailing new stock option grants and vesting schedules.
Key Highlights
- Polomar and Altanine waived several conditions for their merger, including S-4 registration effectiveness and Nasdaq listing approval.
- Waived conditions also included a $25 million equity credit line and a reverse stock split to achieve a $10 share price.
- The waiver aims to promptly consummate the transactions contemplated by the Merger Agreement.
- Polomar CEO Terrence M. Tierney's role will change to Executive VP and COO immediately upon merger closing.
- Tierney's accrued base salary of $72,961.51 will be paid in $2,500 installments starting July 1, 2026.
- His base salary will increase from $19,000 to $24,000 per month upon a $5M equity raise or national stock exchange up-listing.
- Tierney received an initial grant of 500,000 nonqualified stock options at an exercise price of $0.26 per share.
- He will receive additional grants of 500,000 options on the first and second anniversaries of his start date.
Price Impact
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