secwatch / observer
8-K filed February 18, 2025, 6:59 PM ET ticker APTN CIK 0001938571
M&A confidence high sentiment neutral materiality 0.90

ADAPTIN BIO, INC. (APTN): M&A transaction — Adaptin Bio completes reverse merger with private biotech, raises ~$4.76M in private placement

ADAPTIN BIO, INC.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ADAPTIN BIO, INC.: Amendment and restatement of certificate of incorporation approved by board on February 11, 2025 and by stockholders on the same date, effective upon the Merger (effective 2025-02-11).

Change
charter amendment
Effective
2025-02-11
Exact text from the filing
Prior to the Merger, Unite Acquisition’s board of directors approved the amendment and restatement of our certificate of incorporation on February 11, 2025, and stockholders holding 100% of the then outstanding shares of our Common Stock approved the amendment and restatement to our certificate of incorporation on February 11, 2025.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ADAPTIN BIO, INC.: Board adopted a new Code of Ethics in connection with the Merger, applying to all directors, officers, and employees.

Change
code of ethics
Exact text from the filing
In connection with the Merger, the board of directors adopted a new Code of Ethics, which applies to all directors, officers (including our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions) and employees.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ADAPTIN BIO, INC.: Registrant ceased to be a shell company as a result of the Merger.

Change
shell status
Exact text from the filing
As a result of the Merger, we have ceased to be a shell company.
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

ADAPTIN BIO, INC.: Bylaws amended and restated in their entirety effective upon closing of the Merger.

Change
bylaw amendment
Exact text from the filing
Prior to the Merger, we amended and restated our bylaws in their entirety, to be effective upon closing of the Merger.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ADAPTIN BIO, INC. underwent a change of control involving Adaptin Bio, Inc. (Private Adaptin) (closed 2025-02-11).

Action
change of control
Counterparty
Adaptin Bio, Inc. (Private Adaptin)
Closing
2025-02-11
Exact text from the filing
As a result of the Merger, we acquired the business of Private Adaptin and will continue its business operations as a public reporting company under the same name, Adaptin Bio, Inc.
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

ADAPTIN BIO, INC. completed an acquisition involving Adaptin Bio, Inc. (Private Adaptin) (closed 2025-02-11).

Action
acquisition
Counterparty
Adaptin Bio, Inc. (Private Adaptin)
Closing
2025-02-11
Exact text from the filing
On February 11, 2025, Unite Acquisition’s wholly-owned subsidiary, Adaptin Acquisition Co., a Delaware corporation formed in the State of Delaware on January 30, 2025 (“Merger Sub”), merged with and into Adaptin Bio, Inc., a privately held Delaware corporation (“Private Adaptin”) formerly known as Centaur Bio Inc.
View on SEC.gov

13 governance changes filed in the last 30 days. Browse all governance changes →

ADAPTIN BIO, INC. filing history →

Source: SEC EDGAR
accession 0001213900-25-014630
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