Anebulo Pharmaceuticals enters lock-up agreement, faces Nasdaq compliance issue

Anebulo Pharmaceuticals, Inc. (market cap: $51 million), a company specializing in pharmaceutical preparations, has entered into a lock-up agreement with 22NW Fund, LP, following a private placement that led to a change in control of the company. According to InvestingPro data, the stock has declined nearly 56% over the past year, reflecting ongoing challenges in the pharmaceutical sector. The agreement, dated February 24, 2025, prevents 22NW from voting, selling, or transferring the shares acquired until stockholder approval is obtained to lift these restrictions.

The lock-up agreement is a response to a notice from The Nasdaq Stock Market, received by Anebulo on February 20, 2025, indicating the company failed to comply with a Nasdaq listing rule requiring stockholder approval prior to any issuance of securities resulting in a change of control. The company’s financial profile shows a strong liquidity position with a current ratio of 17.52, though InvestingPro analysis indicates an overall weak financial health score. Aron English, who controls 22NW and serves as a director of Anebulo, became the largest stockholder after the private placement, exceeding the ownership of Joseph F. Lawler, the previous largest stockholder.

To regain compliance, Anebulo submitted a plan to Nasdaq, proposing the lock-up agreement with 22NW and the addition of a legend on the shares indicating they are subject to the terms of the agreement. Nasdaq has granted Anebulo an extension until April 10, 2025, to secure stockholder approval for the removal of the voting and transfer restrictions and report the results of the upcoming Annual Meeting, scheduled for April 4, 2025.

If Anebulo fails to meet the compliance plan terms, Nasdaq will issue a written notification of the company’s securities delisting, which Anebulo may appeal. The company’s efforts to address the compliance issue include irrevocable instructions to its transfer agent to enforce the lock-up agreement’s terms and the submission of a proposal at the Annual Meeting to remove the lock-up restrictions.

This news is based on the latest SEC filing by Anebulo Pharmaceuticals and reflects the company’s current regulatory and governance challenges. With a beta of -1.16, the stock typically moves counter to market trends, making it an interesting consideration for portfolio diversification. For deeper insights into Anebulo’s financial health and more exclusive analysis, consider subscribing to InvestingPro, which offers additional ProTips and comprehensive financial metrics.

In other recent news, Anebulo Pharmaceuticals has successfully raised $15 million in capital. This funding will support the company’s plans to initiate a Phase I study for its lead product candidate, selonabant, in the first half of 2025. The capital raise involved the sale of 15.2 million shares at $0.99 each, with participation from 22NW, Nantahala Capital, and an existing investor. Additionally, Anebulo Pharmaceuticals announced a revision to its Loan and Security Agreement, reducing the borrowing limit to approximately $3 million and removing any securitization. The company is focusing on developing selonabant for pediatric patients, aiming to address cannabis toxicity in children. Anebulo’s CEO highlighted the absence of stock discounts or warrant coverage in the recent deal, reflecting investor confidence. Furthermore, the company’s annual stockholders meeting is scheduled for April 4, 2025, with deadlines set for stockholder proposals. This meeting will provide stockholders the opportunity to participate in the governance process.

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