Liminatus Pharma, Inc.

Liminatus Pharma, Inc. has entered into a subscription agreement for a private placement of its common stock with a non-U.S. investor. The agreement entails the issuance of 260,001 shares at $2.50 per share, generating aggregate gross proceeds of $650,002.50. The company plans to utilize these net proceeds for working capital and general corporate purposes. The shares are being offered in reliance on exemptions from registration under the Securities Act of 1933. The private placement is anticipated to close on or about November 20, 2026, and the company has agreed to file a registration statement for resale within 60 days of closing.

Liminatus Pharma, Inc. announced its common stock was transferred from the Nasdaq Global Market to the Nasdaq Capital Market, effective August 4, 2026. The Nasdaq Hearings Panel also granted the company an extension until September 3, 2026, to regain compliance with the minimum bid price requirement. The company intends to take necessary actions to meet this requirement and maintain its Nasdaq listing.

Liminatus Pharma, Inc. believes it has stockholders' equity in excess of $2.5 million following its merger with InnocsAI LLC. The company is currently awaiting a compliance determination from The Nasdaq Stock Market LLC regarding its listing rules. While the company anticipates compliance, Nasdaq will continue to monitor its equity requirement, and failure to evidence compliance in future periodic reports could lead to delisting.

Liminatus Pharma received a notice from Nasdaq on July 20, 2026, indicating it has not regained compliance with the $1 minimum bid price rule and is not eligible for a second 180-day extension. The Nasdaq Hearings Panel will now consider the company's continued listing. The company plans to submit a written response to the Panel by July 27, 2026, and previously filed a proxy statement to authorize a reverse stock split.

Liminatus Pharma, Inc. announced its 2026 Annual Meeting of Stockholders to be held on August 3, 2026. Stockholders will vote on the election of two directors, the ratification of WithumSmith+Brown, PC as the independent registered public accounting firm, and a proposal to authorize the Board to approve a reverse stock split of up to 1-for-50 shares. The reverse stock split is proposed to meet Nasdaq listing requirements. The Board recommends a "FOR" vote on all proposals.

Liminatus Pharma, Inc. announced the completion of its acquisition of InnocsAI LLC on July 2, 2026. The merger consideration included the issuance of 11,188,729 shares of common stock and 158,881.1271 shares of newly designated Series A Non-Voting Convertible Preferred Stock to InnocsAI's former members. The Series A Preferred Stock is convertible into common stock, subject to future stockholder approval, and the merger agreement was amended to facilitate closing prior to obtaining such approval.

Liminatus Pharma, Inc. announced an amendment and restatement of its definitive merger agreement with InnocsAI LLC. The transaction has been re-structured to allow closing prior to obtaining stockholder approval, with closing now expected on July 2, 2026. The deal, valued at approximately $320 million, involves InnocsAI equity holders receiving Liminatus common stock and newly designated non-voting convertible preferred stock, along with contingent value rights. This merger is considered a transformational step, expanding Liminatus' oncology pipeline and broadening its development capabilities.

Liminatus Pharma, a pre-clinical stage life sciences company, entered into a Merger Agreement to acquire InnocsAI LLC, gaining a portfolio of oncology-focused biologic and cellular therapy programs. The consideration for InnocsAI includes 1.6 billion shares of common stock at $0.20 per share and contingent value rights. Concurrently, the company completed a warrant inducement with Armistice Capital, receiving $1.86 million from the exercise of existing warrants at a reduced price of $0.18 per share, and issued new inducement warrants for up to 20.688 million shares.

Liminatus Pharma, Inc. announced a warrant exercise inducement offer, generating approximately $1.9 million in gross proceeds. The company entered into an agreement with a holder to exercise existing warrants at a reduced price of $0.18 per share, in exchange for issuing new warrants to purchase up to 20,688,000 shares of common stock. The net proceeds will be used for working capital and general corporate purposes. Maxim Group LLC served as the financial advisor for the transaction.

Liminatus Pharma, Inc. announced it has entered into a warrant exercise agreement with existing accredited investors, resulting in the immediate exercise of 10,344,000 outstanding warrants for cash. The company raised $1.9 million in gross proceeds from this transaction. In consideration, Liminatus issued new unregistered warrants to purchase an aggregate of 20,688,000 shares of common stock, with an exercise price of $0.18 per share, contingent on stockholder approval.