NLS Pharmaceutics Ltd. (NASDAQ: NLSP) (NASDAQ: NLSPW) (“NLS” or the “Company”) and Kadimastem Ltd. (TASE: KDST) (“Kadimastem”) today announced that, following the receipt of Nasdaq’s approval for the listing of the Company’s common shares and the trading of the Company on the Nasdaq Capital Market after completion of the merger between the Company, NLS Pharmaceutics (Israel) Ltd., and Kadimastem (the “Merger“), for the combined company’s shares, all material conditions precedent to the completion of the Merger have been fulfilled or waived by the parties. The closing of the Merger has been set for October 30, 2025 (the “Closing Date“).
Accordingly, trading in Kadimastem’s ordinary shares on the Tel Aviv Stock Exchange (“TASE“) will be suspended until Kadimastem’s shares are delisted from trading on TASE upon completion of the merger. The final delisting of Kadimastem’s shares from the TASE will take place on October 31, 2025.
The final exchange ratio is 7.06 NLS common shares for each Kadimastem ordinary share. Following the implementation of the reverse share split of NLS’s common shares on a 1:10 basis, the final ratio will be 0.706 NLS common shares per Kadimastem ordinary share.1
The combined company, to be called NewCelX Ltd., will be listed on the Nasdaq Capital Market under the ticker symbol “NCEL”, beginning October 31, 2025.
The NewCelX common shares (formerly NLS common shares) are expected to be deposited into Kadimastem shareholders’ accounts at the end of the trading day on Monday, November 3, 2025, or soon thereafter. The shares are expected to be available for trading beginning Tuesday, November 4, 2025,2 or soon thereafter.
