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PULM 资讯
PULM 事件
Pulmatrix Files to Sell 490,910 Shares of Common Stock
Pulmatrix files to sell 490,910 shares of common stock for holders
Pulmatrix to Acquire Eos Senolytix in Merger Agreement
Pulmatrix and Eos Senolytix, a biotechnology company developing novel gerotherapeutic peptides targeting mitochondrial dysfunction in aging-related diseases, announced a definitive merger agreement under which Pulmatrix will acquire Eos. Upon completion of the merger, the combined company will operate as Eos Senolytix, and is expected to trade on Nasdaq under the ticker symbol "EOSX." In connection with the Merger, Eos and Pulmatrix have entered into definitive agreements for concurrent private financings of $19M in aggregate gross proceeds, including a $1M investment in Pulmatrix from RCM Eos Pipe Holdings, and a bridge component for Eos from RCM Eos Holdings, both managed by Rapha Capital Management. The net proceeds are expected to support advancement of Eos's proprietary MitoXcel platform, including its lead clinical candidate, PTC-2105, for sarcopenia and sarcopenic obesity. The proposed merger is currently expected to close in mid-2026, subject to customary closing conditions. Following the closing of the merger, pre-Merger Pulmatrix stockholders are expected to own approximately 6% of the combined company, while pre-Merger Eos stockholders are expected to own approximately 94%. Eos's proprietary MitoXcel platform leverages AI-driven mitochondrial peptide design to improve body composition by increasing lean mass while reducing harmful abdominal/visceral fat, without directly targeting muscle or fat regulatory pathways. Eos's lead program, PTC-2105, is a mitochondrial-targeted geropeptide designed to both enhance mitochondrial efficiency and selectively induce apoptotic self-elimination of senescent cells. Eos is led by Kevin Slawin, founder and CEO. Immediately following closing, the combined company is expected to operate as Eos Senolytix.
Gyre Therapeutics Acquires Cullgen for $300M
Gyre Therapeutics (GYRE) announced its agreement to acquire Cullgen, a privately-held, clinical-stage biopharmaceutical company focused on the discovery and development of targeted protein degrader and degrader antibody conjugate therapies, in an all-stock transaction valued at approximately $300M. Following the closure of the acquisition, the new combined entity will be a fully integrated biopharmaceutical company with U.S.- and China-based capabilities spanning from discovery to manufacturing and commercialization and covering multiple therapeutic areas including inflammatory diseases, cancers, and pain. Under the terms of the definitive agreement, Cullgen will become a wholly owned subsidiary of Gyre. Upon the completion of the acquisition, the interim CEO and Executive Chairman of Gyre, Ping Zhang, will remain as the Executive Chairman. The current CEO of Cullgen, Dr. Ying Luo, is expected to become the President and EO and a member of the board of directors of Gyre. The transaction is expected to close early in the second quarter of 2026, subject to customary closing conditions, including necessary regulatory approvals in the United States. Prior to entering into this transaction, Cullgen's proposed merger with Pulmatrix (PULM) was terminated.
Pulmatrix Terminated Merger Agreement by Cullgen
Pulmatrix announced that on February 28, Cullgen notified Pulmatrix that Cullgen was terminating the Merger Agreement and related transactions thereunder. This termination follows the December 2025 press release announcing that Pulmatrix and Cullgen had mutually agreed to waive the "No Solicitation" clause in the Merger Agreement in order to permit each party to explore alternate transactions in the period until closing. At this time, Pulmatrix continues to pursue alternative merger opportunities. Peter Ludlum, Interim Chief Executive Officer of Pulmatrix, commented, "Due to the significant delays at the Chinese Regulatory Authority in 2025, we initiated a process earlier this year to identify an alternative reverse merger opportunity for the company, and we are encouraged by both the interest we've had to date as well as the recent increase in transaction activity within our industry."
Pulmatrix and Cullgen Waive 'No Solicitation' Clause in Merger Agreement
Pulmatrix and Cullgen have mutually agreed to waive the "No Solicitation" clause in the Merger Agreement signed in November 2024 in order to permit each party to explore alternate transactions while continuing to work toward merger approval from the China Securities Regulatory Commission, or CSRC. On November 13, 2024, the company entered into an agreement and plan of merger with Cullgen. On June 16, 2025, the company's stockholders approved the merger. The closing of the merger is subject to certain closing conditions, including Nasdaq's approval of the listing of the shares of Pulmatrix common stock to be issued in connection with the Merger and approval from the China Security Regulatory Commission. If the proposed Merger is completed, the business of Cullgen will continue as the business of the combined company. The company's total cash and cash equivalents balance as of September 30, 2025, was $4.8M. The company anticipates that its cash position is sufficient to fund its operations into at least Q4 of 2026.
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