Hepion Pharmaceuticals enters definitive merger agreement with Pharma Two B Ltd., expects Q4 2024 close

Hepion Pharmaceuticals, Inc.

Hepion will merge with Pharma Two B Ltd.; existing Hepion shareholders receive ordinary shares of Parent.
Concurrent $2.9M note sale (SPA) at 116% of principal; purchasers also receive up to 19.99% of HEPA outstanding shares.
Closing expected Q4 2024, subject to stockholder approvals, Nasdaq listing, IIA approval, and at least $8.6M cash from SPA.
Certain Hepion stockholders entered support agreements (covering ~0.025% of shares) and 180-day lock-up agreements.

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