--- schema_version: "secwatch.filing_event.v1" accession: "0001493152-23-034700" form_type: "8-K" ticker: "CDT" cik: "0001896212" company_name: "CDT Equity Inc." filed_at: "2023-09-29T23:59:59+00:00" generated_at: "2026-06-10T07:11:53.105139+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 0.9 calibrated_materiality_score: 0.9 confidence: "high" source: SEC EDGAR --- # Murphy Canyon completes de-SPAC merger with Conduit Pharmaceuticals Ltd. ## Summary - Transaction closed Sept 22, 2023; name changed to Conduit Pharmaceuticals Inc.; tickers CDT, CDTTW. - Post-combination shares outstanding: 72,418,316; 2,129,662 public shares redeemed at ~$10.84. - $20M PIPE financing from Nirland Limited: 2M units at $10/unit (1 share + 1 warrant). - Andrew Regan beneficially owns 62.9% (45.6M shares) of outstanding common stock. - Lock-up agreements for 180 days for certain former Conduit shareholders. ## SEC filing metadata - accession: 0001493152-23-034700 - form_type: 8-K - ticker: CDT - cik: 0001896212 - company_name: CDT Equity Inc. - filed_at: 2023-09-29T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 0.9 - calibrated_materiality_score: 0.9 - confidence: high - sec_items: 1.01, 5.02, 2.01, 5.06, 9.01, 3.02, 3.01, 3.03, 5.03, 5.01, 5.05, 7.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/form8-k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001493152-23-034700 - JSON: https://secwatch.observer/filing/0001493152-23-034700.json - Plain text: https://secwatch.observer/filing/0001493152-23-034700.txt ## Key facts - Executive change David Tapolczay was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change Faith L. Charles was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change Jennifer I. McNealey was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change James Bligh was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change Freda Lewis-Hall was appointed as Chair of the Board at CDT Equity Inc.. - Action: appointed - Role: Chair of the Board source text: Ms. Lewis-Hall was appointed as Chair of the Board. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change Freda Lewis-Hall was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change David Tapolczay was appointed as Chief Executive Officer at CDT Equity Inc.. - Action: appointed - Role: Chief Executive Officer source text: Effective upon the completion of the Business Combination, Mr. Tapolczay was appointed Chief Executive Officer. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Executive change Andrew Regan was appointed as Director at CDT Equity Inc.. - Action: appointed - Role: Director source text: David Tapolczay, Freda Lewis-Hall, James Bligh, Faith L. Charles, Jennifer I. McNealey, and Andrew Regan were appointed as directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Governance Changes CDT Equity Inc.: Company adopted amended and restated bylaws. - Change: bylaw amendment source text: the Company adopted amended restated bylaws pursuant to an Amended and Restated Bylaws (the "A&R Bylaws") evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Governance Changes CDT Equity Inc.: Company ceased to be a shell company as a result of the Business Combination. - Change: shell status source text: As a result of the Business Combination, the Company ceased to be a shell company evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Governance Changes CDT Equity Inc.: Board adopted a new code of conduct effective upon the Closing Date. - Change: code of ethics source text: Effective upon the Closing Date, in connection with the completion of the Business Combination, the Board adopted a new code of conduct evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - Governance Changes CDT Equity Inc.: Company amended and restated its certificate of incorporation effective as of the Closing Date. - Change: charter amendment source text: In connection with the completion of the Business Combination, the Company amended and restated its certificate of incorporation, effective as of the Closing Date, pursuant to the Second A&R Certificate of Incorporation evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm - M&A Transactions CDT Equity Inc. underwent a change of control involving Conduit Pharmaceuticals Limited (Old Conduit) (closed 2023-09-22). - Action: change of control - Counterparty: Conduit Pharmaceuticals Limited (Old Conduit) - Closing: 2023-09-22 source text: On September 22, 2023 (the “Closing Date”), the parties completed the Business Combination. evidence_url: https://www.sec.gov/Archives/edgar/data/1896212/000149315223034700/0001493152-23-034700-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.