Aptorum Group Limited (NASDAQ: APM) is witnessing a remarkable surge of 595.49%, reaching $11.61 in current session today, a spike attributed to an impending merger. Aptorum (APM), unveiled an Agreement and Plan of Merger with privately-held YOOV Group Holding Ltd., a move endorsed by both entities' boards of directors.
Pending shareholder approval from Aptorum and YOOV, along with the execution of the merger's transactions, a subsidiary of Aptorum will integrate with YOOV, marked as a significant step forward. Furthermore, on March 1, 2024, Aptorum, its principal shareholder Jurchen Investment Corporation (controlled by Ian Huen, Executive Director and CEO of Aptorum), and its subsidiary Aptorum Therapeutics Limited (ATL) have entered into a split-off agreement.
This agreement entails the transfer of Aptorum's legacy business assets and liabilities to ATL, with Jurchen acquiring all issued shares of ATL from Aptorum and relinquishing certain ordinary shares back to Aptorum. The separation, effective post-merger completion, alongside the merger, constitutes the "Proposed Transactions," with the resultant entity termed the "combined company."
Post-merger, existing shareholders of Aptorum and YOOV are poised to hold roughly 10% and 90% of the combined company's outstanding shares, respectively. Aptorum has agreed to issue Class A and Class B ordinary shares to YOOV's shareholders, with the number of shares determined by the "Conversion Ratio."
This ratio, calculated based on Aptorum's existing shares multiplied by nine, divided by YOOV's fully diluted shares, will ascertain the issuance. Characterized as a "reverse merger," this arrangement grants YOOV shareholders majority ownership of the combined entity, necessitating NASDAQ's approval for the new entity's initial listing.
The merger signifies a strategic move for Aptorum, positioning it for substantial growth and market expansion under the combined entity's umbrella. Aptorum Group Limited's surge in stock value on US stock charts reflects investor optimism surrounding its merger with YOOV Group Holding Ltd.
This strategic move, coupled with a subsequent split-off agreement, is poised to reshape Aptorum's business landscape, subject to regulatory approval, heralding a new era of growth and opportunity for the company.