Pulmatrix continues to support Cullgen in seeking approval for their merger from the China Securities Regulatory Commission
Pulmatrix, Inc. ("Pulmatrix" or the "Company") (Nasdaq: PULM), a biopharmaceutical company that has focused on the development of novel inhaled therapeutic products intended to prevent and treat migraine and respiratory diseases with important unmet medical needs using its patented iSPERSE™ technology, today announced that Pulmatrix and Cullgen Inc. ("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 (the "CSRC").
Peter Ludlum, Interim Chief Executive Officer of Pulmatrix, commented, "Regarding the Merger Agreement that we signed in November 2024, our Form S-4 filing was declared effective in May 2025, and our stockholders approved the Merger Agreement and related transactions in June 2025. However, we have not yet received approval from the CSRC. Therefore, we feel that it is appropriate to explore any opportunistic transactions that may benefit our respective companies while still seeking approval from the CSRC."
Proposed Merger with Cullgen
As previously reported, on November 13, 2024, the Company entered into an agreement and plan of merger with Cullgen, as amended by Amendment No. 1 thereto on April 7, 2025 (the "Merger Agreement" and the transactions contemplated thereunder, collectively, the "Merger").
Additional information about the Merger Agreement and the proposed Merger was previously disclosed in a registration statement on Form S-4 (File No. 333-284993) initially filed with the Securities and Exchange Commission (the "SEC") on February 14, 2025, as amended on April 17, 2025, and May 7, 2025, and declared effective on May 9, 2025.
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