NLS Pharmaceutics announces reverse stock split ahead of Kadimastem merger

NLS Pharmaceutics Ltd. (NASDAQ: NLSP) announced a 1-for-10 reverse stock split effective October 30, 2025, in connection with its proposed merger with Kadimastem Ltd. (TASE: KDST).

The company's shares will begin trading on the Nasdaq Capital Market on a post-split basis at market open on October 31, 2025, under the new ticker symbol "NCEL" and company name NewcelX Ltd., following the anticipated merger closing.

The reverse split will affect all outstanding common shares with a par value of CHF 0.03 per share. The new CUSIP number for the shares following the merger and reverse split will be H5835A109. A notice of the reverse split will be filed with the commercial registry of the Canton of Zurich, Switzerland, on October 30, 2025.

The reverse split also applies to the company's preferred shares and preferred participation certificates at the same 1-for-10 ratio. Shareholders approved the reverse split and other capital measures at an extraordinary shareholders' meeting held on September 29, 2025.

Following the reverse split and merger, NLS expects to have 4,558,378 outstanding common shares with a par value of CHF 0.05, plus 1,060,574 common shares issuable upon exercise of pre-funded warrants issued as merger consideration. The company will also have 13,778 outstanding preferred shares and 58,320 preferred participation certificates, all with CHF 0.05 par value.

No fractional shares will be issued, and cash will be provided for any fractional shares on a per-shareholder basis. The reverse split will not impact shareholders' percentage ownership or voting power, except for minimal effects from fractional share treatment. All outstanding options and warrants will be adjusted accordingly.

VStock Transfer, LLC will serve as the exchange agent for the reverse split. NLS Pharmaceutics is a Swiss clinical-stage biopharmaceutical company focused on therapies for central nervous system disorders. Kadimastem is a clinical-stage cell therapy company developing treatments for neurodegenerative diseases and diabetes.

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