Iris Acquisition Corp announces preliminary proxy statement

Iris Acquisition Corp (OTC Pink:IRAA), a special purpose acquisition company currently valued at $82.74 million, has announced the filing of a preliminary proxy statement/prospectus with the Securities and Exchange Commission (SEC) on Monday, in connection with its proposed business combination with Liminatus Pharma, LLC.

This preliminary filing is a significant step towards the completion of the merger, which was initially announced on November 30, 2022.

The document, filed as Post-Effective Amendment No.3 to the Registration Statement on Form S-4, details information about the merger, including the financial implications and the strategic direction post-merger.

According to InvestingPro data, Iris currently faces financial challenges with a weak overall health score and negative earnings of $0.35 per share over the last twelve months. Once the SEC declares the Registration Statement effective, Iris Acquisition Corp will send the definitive proxy statement/prospectus to its stockholders for approval of the transaction.

The business combination, if approved by Iris's stockholders, will involve not only Iris and Liminatus but also Iris Parent Holding Corp. ("ParentCo"), Liminatus Pharma Merger Sub, Inc., and SPAC Merger Sub, Inc. The merger is anticipated to benefit both entities by combining resources and expertise.

Stockholders of Iris Acquisition Corp are encouraged to read the preliminary proxy statement/prospectus and, upon its finalization, the definitive proxy statement/prospectus, as these documents will contain important information about the business combination. The documents will be available through the SEC's website or directly from Iris Acquisition Corp.

The company also highlighted that directors, executive officers, and other members of management might be deemed participants in the solicitation of proxies in connection with the proposed transaction. Further details on these individuals' interests will be included in the definitive proxy statement/prospectus.

This announcement contains forward-looking statements, including expectations about the completion of the business combination and its benefits. These statements are subject to risks, uncertainties, and assumptions and are not guarantees of future performance.

For deeper insights into Iris's financial health and additional analysis, InvestingPro subscribers have access to over 30 financial metrics and exclusive ProTips that can help evaluate investment potential.

The information in this article is based on a press release statement.

In other recent news, Iris Acquisition Corp has made significant strides in its proposed business combination with Liminatus Pharma, LLC. The company has filed a preliminary proxy statement with the Securities and Exchange Commission (SEC), detailing the transaction. This merger, subject to approval by Iris's stockholders and other customary closing conditions, is anticipated to integrate the two entities under the Iris Parent Holding Corp umbrella.

In tandem with these developments, Iris Acquisition Corp has announced significant management changes, following a loan agreement with Hannah Immunotherapeutics, LLC. This loan facilitated the acquisition of the former managing member of Iris Acquisition Holdings, LLC, leading to the appointment of Iris Equity Holdings LLC as the new managing member.

Furthermore, the company has revised its past financial statements for the quarters ended June 30, 2024, and September 30, 2024. This revision was prompted by the identification of an undisclosed material related party transaction involving a loan by Hana Immunotherapeutics, LLC.

Moreover, Iris Acquisition Corp has extended the timeline for its planned merger with Liminatus Pharma, LLC, setting a new deadline of June 30, 2025. This extension is designed to provide additional time for the company to meet the necessary conditions for the merger.

Finally, the company has announced an amendment to its Equity Subscription Agreement, adjusting the commitment to purchase 2.5 million shares for a total investment of $25 million. These recent developments underscore Iris Acquisition Corp's ongoing efforts to navigate regulatory requirements and maintain its market presence.

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