NLS Pharmaceutics and Kadimastem Announce Completion of Material Conditions Precedent for Merger Transaction and Delisting Date of Kadimastem's Shares

Core Points - NLS Pharmaceutics Ltd. and Kadimastem Ltd. have received Nasdaq approval for the listing of the combined company's shares following the completion of their merger, set to close on October 30, 2025 [1][11] - The final exchange ratio for the merger is established at 7.06 NLS common shares for each Kadimastem ordinary share, which will adjust to 0.706 NLS common shares per Kadimastem ordinary share after a reverse share split [3] - The new entity will be named NewCelX Ltd. and will begin trading on the Nasdaq Capital Market under the ticker symbol "NCEL" starting October 31, 2025 [3] Company Information - NLS Pharmaceutics Ltd. is a Swiss-based biopharmaceutical company focused on developing innovative therapies for central nervous system disorders [5] - Kadimastem Ltd. is a clinical-stage cell therapy company that develops allogeneic, "off-the-shelf" cell products for neurodegenerative diseases and diabetes [6] Shareholder Information - Trading in Kadimastem's ordinary shares on the Tel Aviv Stock Exchange will be suspended until the shares are delisted upon merger completion, with final delisting scheduled for October 31, 2025 [2] - NewCelX common shares are expected to be deposited into Kadimastem shareholders' accounts by the end of the trading day on November 3, 2025, with trading expected to commence on November 4, 2025 [4]