NIKI · Niki BioSolutions, Inc.

Aptorum Group Limited is pursuing a strategic merger with DiamiR Biosciences Corp., a molecular diagnostics company focused on neurodegenerative diseases. The transaction, structured as a stock swap, will result in a change of control where DiamiR shareholders will own approximately 70% of the combined entity. This effectively positions the merger as a reverse takeover, with DiamiR's management and technology pipeline expected to drive the future direction of the combined company. The merger agreement was executed on July 14, 2025, and the termination date has been extended to June 30, 2026, to satisfy closing conditions.

Financially, Aptorum remains a clinical-stage biopharmaceutical company with no revenue generation for the year ended December 31, 2025. The company reported a net loss of $1.37 million, an improvement from the $4.16 million net loss in the prior year, primarily due to the suspension of R&D activities to conserve resources for the merger. However, the company's liquidity position is strained, with negative working capital of $1.0 million and an accumulated deficit of $73.8 million. Management has disclosed substantial doubt about the company's ability to continue as a going concern within one year. To bridge the financial gap, Aptorum completed an offering in October 2025, raising approximately $1.72 million in net proceeds. The company is also party to a lawsuit alleging RICO violations and fraud, which adds a layer of legal and financial uncertainty. The success of the merger is critical for Aptorum's future, as it provides access to DiamiR's diagnostic platform and potential revenue streams, but the transaction is subject to significant execution and integration risks.