Mga Batayang Estadistika
| CIK | 1896212 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Murphy Canyon Acquisition Corp - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2025 CDT Equity Inc. |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CDT EQUITY |
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| August 12, 2025 |
CDT EQUITY INC. 255,285 Shares of Common Stock Filed Pursuant to Rule 424(b)(3) File No. 333-289125 PROSPECTUS CDT EQUITY INC. 255,285 Shares of Common Stock This prospectus relates to the offer and resale of up to an aggregate of 255,285 shares of common stock, par value $0.0001 per share (the “Common Stock”) of CDT Equity Inc. (the “Company,” “we,” “our” or “us”), held by the selling stockholders listed in this prospectus or its permitted tr |
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| August 11, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) CDT Equity Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par |
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| August 11, 2025 |
As filed with the Securities and Exchange Commission on August 11, 2025 As filed with the Securities and Exchange Commission on August 11, 2025 Registration No. |
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| August 8, 2025 |
Second Amended and Restated Bylaws of the Company (effective August 5, 2025) Exhibit 3.2 SECOND AMENDED AND RESTATED BY LAWS OF CDT EQUITY INC. (THE “CORPORATION”) These Second Amended and Restated Bylaws of CDT Equity Inc. a Delaware corporation (the “Corporation”), are effective as of August 5, 2025, and hereby amend and restate the Amended and Restated Bylaws of the Corporation in its entirety: ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of t |
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| August 8, 2025 |
Conduit to Change Name to CDT Equity Inc. Exhibit 99.1 Conduit to Change Name to CDT Equity Inc. ● Name change to CDT Equity Inc. reflects evolution of strategy and focus on identifying, enhancing, and advancing high-potential therapeutic assets through scientific innovation, strategic partnerships and out-licensing NAPLES, Fla. and CAMBRIDGE, United Kingdom, Aug. 05, 2025 (GLOBE NEWSWIRE) — Conduit Pharmaceuticals Inc. (Nasdaq: CDT) (“Co |
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| August 8, 2025 |
Amended and Restated 2023 Stock Incentive Plan Exhibit 10.1 CDT EQUITY INC. AMENDED AND RESTATED 2023 STOCK INCENTIVE PLAN ARTICLE I. PURPOSE The Plan’s purpose is to enhance the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing these individuals with equity ownership opportunities. The Plan is hereby amended and restated in its entirety, as set fort |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2025 CDT Equity Inc. |
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| August 8, 2025 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONDUIT PHARMACEUTICALS INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Conduit Pharmaceuticals Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as fo |
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| July 31, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Conduit Pharmaceuticals Inc. |
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| July 31, 2025 |
As filed with the Securities and Exchange Commission on July 31, 2025 As filed with the Securities and Exchange Commission on July 31, 2025 Registration No. |
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| July 31, 2025 |
Consulting Agreement, dated June 27, 2025, by and between the Company and Harold Eytan. Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (“Agreement”) is made and entered into as of June 27, 2025 (“Effective Date”) by and between Conduit Pharmaceuticals, Inc. a Delaware corporation with principal offices located at 4851 Tamiami Trail North, Suite 200, Naples, FL 34103(“Company”), and Harold Eytan, having an address at 8c Chemin du Coq Dinde, 1223 Cologny, Geneva, CH (“Cons |
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| July 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| June 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2025 Conduit Pharmaceuticals Inc. |
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| June 9, 2025 |
Joint Development Agreement, dated June 3, 2025 Exhibit 10.1 Joint Development Agreement This Joint Development Agreement, dated as of June 3, 2025 (this “Agreement”), is entered into by and between Conduit Pharmaceuticals Inc., a Delaware corporation having an address at 4581 Tamiami Trail North, Suite 200, Naples, Florida 34103 (“Conduit”) and Manoira Corporation, a Delaware Corporation having an address at c/o Corporation Service Company, 25 |
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| June 9, 2025 |
Exhibit 99.1 Conduit Pharmaceuticals Enters Joint Development Agreement with Manoira to Advance AZD1656 and AZD5658 in Animal Health ● Collaboration leverages cutting-edge reformulation expertise to generate cross-species insights, fast-track human clinical programs, and seeks to capture commercial potential in the $15 billion animal health market ● Evaluation of AZD5658 expands Conduit’s glucokin |
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| June 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2025 Conduit Pharmaceuticals Inc. |
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| May 16, 2025 |
Certificate of Amendment filed with the Delaware Secretary of State on May 15, 2025 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONDUIT PHARMACEUTICALS INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Conduit Pharmaceuticals Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as fo |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 Conduit Pharmaceuticals Inc. |
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| May 16, 2025 |
Conduit Pharmaceuticals Inc. Announces Reverse Stock Split Exhibit 99.1 Conduit Pharmaceuticals Inc. Announces Reverse Stock Split NAPLES, Fla. and CAMBRIDGE, United Kingdom, May 16, 2025 (GLOBE NEWSWIRE) – Conduit Pharmaceuticals Inc. (Nasdaq: CDT) (“Conduit” or the “Company”), a dynamic, multi-asset clinical stage, life science company delivering an efficient model for compound development, announces that its board of directors has approved a 1-for-15 r |
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| May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUIT PH |
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| May 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2025 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commissio |
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| April 28, 2025 |
Conduit Pharmaceuticals Inc. 4581 Tamiami Trail North, Suite 200 Naples, Florida 34103 (648) 491-9132 April 28, 2025 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-3 (File No. 333-286684) (the “Registration Statement”) Ladies and |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 25, 2025 |
Letter from Marcum LLP to the Securities and Exchange Commission dated April 24, 2025 Exhibit 16.1 April 24, 2025 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Conduit Pharmaceuticals Inc. under Item 4.01 of its Form 8-K dated April 24, 2025. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements of Conduit Pharmaceuticals I |
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| April 25, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 24, 2025 Conduit Pharmaceuticals Inc. |
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| April 22, 2025 |
As filed with the Securities and Exchange Commission on April 22, 2025 As filed with the Securities and Exchange Commission on April 22, 2025 Registration No. |
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| April 22, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Conduit Pharmaceuticals Inc. |
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| April 22, 2025 |
Consulting Agreement, dated March 25, 2025, by and between the Company and Thesprogen, PC. Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (“Agreement”) is made and entered into as of March 25, 2025 (“Effective Date”) by and between Conduit Pharmaceuticals, Inc. a Delaware corporation with principal offices located at 4851 Tamiami Trail North, Suite 200, Naples, FL, 34103 (“Company”), and Thesprogen, PC, having an address at 151 Praxitelous, GR-18535 Piraeus, Greece (“Thespr |
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| April 16, 2025 |
Additional Agreement, dated March 31, 2025, between Sarborg Limited and Conduit Pharmaceuticals Inc. Exhibit 10.1 ADDITIONAL AGREEMENT This Variation Agreement (the “Agreement”) is entered into as of 31 March 2025 (“Effective Date”) by and between SARBORG Limited, a Cayman Islands company, with its principal place of business at Willow House, Cricket Square, Grand Cayman, Cayman Islands, KY1-1107 (“Sarborg”), and Conduit Pharmaceuticals Inc., a Delaware corporation, with its principal place of bu |
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| April 16, 2025 |
Conduit Pharmaceuticals Announces Leadership Changes Exhibit 99.1 Conduit Pharmaceuticals Announces Leadership Changes NAPLES, Fla. and CAMBRIDGE, United Kingdom, April 16, 2025 (GLOBE NEWSWIRE) — Conduit Pharmaceuticals Inc. (Nasdaq: CDT) (“Conduit Pharmaceuticals” or “Conduit” or the “Company”) today announced key leadership changes to support the company’s next phase of growth and execution. Dr. Andrew Regan, the founder and initial financial bac |
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| April 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2025 Conduit Pharmaceuticals Inc. |
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| April 4, 2025 |
Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 Conduit Pharmaceuticals Inc. |
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| April 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 Conduit Pharmaceuticals Inc. |
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| April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2025 Conduit Pharmaceuticals Inc. |
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| March 28, 2025 |
Conduit Pharmaceuticals, Inc. Insider Trading Policy Exhibit 19.1 Conduit Pharmaceuticals Inc. INSIDER TRADING AND SECURITIES LAW COMPLIANCE POLICY 1. Background The Board of Directors of Conduit Pharmaceuticals Inc. (the “Company”) has adopted this Insider Trading and Securities Law Compliance Policy relating to transactions in Company securities as well as the securities of publicly-traded companies with whom the Company engages in transactions or |
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| March 28, 2025 |
Description of Registered Securities Exhibit 4.1 DESCRIPTION OF OUR SECURITIES The following is a description of our securities of as set forth in certain provisions of our Second Amended and Restated Certificate of Incorporation (the “Charter”), our Amended and Restated Bylaws (the “Bylaws”), and the applicable provisions of the Delaware General Corporation Law. This information is qualified entirely by reference to the applicable p |
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| March 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| March 10, 2025 |
Up to $23,922,782 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 AMENDMENT NO. 5 DATED MARCH 10, 2025 to Prospectus Supplement dated November 1, 2024 (to Prospectus dated November 1, 2024) Up to $23,922,782 of Shares of Common Stock This Amendment No. 5 (the “Amendment”) to the Prospectus Supplements amends and supplements the information in the prospectus, dated November 1, 2024 (the “Prospectus |
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| March 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 5, 2025 Conduit Pharmaceuticals Inc. |
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| February 19, 2025 |
Up to $17,816,270 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 AMENDMENT NO. 4 DATED FEBRUARY 19, 2025 to Prospectus Supplement dated November 1, 2024 (to Prospectus dated November 1, 2024) Up to $17,816,270 of Shares of Common Stock This Amendment No. 4 (the “Amendment”) to the Prospectus Supplements amends and supplements the information in the prospectus, dated November 1, 2024 (the “Prospec |
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| February 19, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 Conduit Pharmaceuticals Inc. |
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| February 14, 2025 |
Filed Pursuant to Rule 424(b)(3) File No. 333-284714 PROSPECTUS 5,800,000 Shares of Common Stock Underlying the Convertible Note 28,625 Shares of Common Stock Underlying A.G.P. Warrants 22,727 Shares of Common Stock issued pursuant to the Sarborg Services Agreement 47,353 Shares of Common Stock issued pursuant to the Miscellaneous Issuances This prospectus relates to the offer and resale of up to |
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| February 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2025 Conduit Pharmaceuticals Inc. |
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| February 11, 2025 |
Conduit Pharmaceuticals Inc. 4581 Tamiami Trail North, Suite 200 Naples, Florida 34103 (648) 491-9132 February 11, 2025 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-3 (File No. 333-284714) (the “Registration Statement”) Ladies a |
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| February 10, 2025 |
Up to $13,450,017 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 AMENDMENT NO. 3 DATED FEBRUARY 10, 2025 to Prospectus Supplement dated November 1, 2024 (to Prospectus dated November 1, 2024) Up to $13,450,017 of Shares of Common Stock This Amendment No. 3 (the “Amendment”) to the Prospectus Supplements amends and supplements the information in the prospectus, dated November 1, 2024 (the “Prospec |
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| February 6, 2025 |
As filed with the Securities and Exchange Commission on February 6, 2025 As filed with the Securities and Exchange Commission on February 6, 2025 Registration No. |
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| February 6, 2025 |
Up to $8,183,156 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 AMENDMENT NO. 2 DATED FEBRUARY 6, 2025 to Prospectus Supplement dated November 1, 2024 (to Prospectus dated November 1, 2024) Up to $8,183,156 of Shares of Common Stock This Amendment No. 2 (the “Amendment”) to the Prospectus Supplements amends and supplements the information in the prospectus, dated November 1, 2024 (the “Prospectu |
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| February 6, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Conduit Pharmaceuticals Inc. |
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| February 5, 2025 |
As filed with the Securities and Exchange Commission on February 5, 2025 As filed with the Securities and Exchange Commission on February 5, 2025 Registration No. |
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| February 5, 2025 |
Exhibit 10.4 CONDUIT PHARMACEUTICALS INC. (Nasdaq: CDT) Anthony Reeves 142 Upper Richmond Road West, London, SW14 8DS United Kingdom RE: VARIATION AGREEMENT FOR £85,000 LOAN This Variation Agreement is dated October 9, 2024 (the “Variation Agreement”). WHEREAS, Conduit Pharmaceuticals Limited of Company Number: OC-346289, c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman KY |
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| February 5, 2025 |
Exhibit 10.5 CONDUIT PHARMACEUTICALS INC. (Nasdaq: CDT) Jerry Bereika PO BOX 740 Rhinebeck New York 12572 United States RE: VARIATION AGREEMENT FOR £85,000 LOAN This Variation Agreement is dated October 9, 2024 (the “Variation Agreement”). WHEREAS, Conduit Pharmaceuticals Limited of Company Number: OC-346289, c/o Ogier Global (Cayman) Limited, 89 Nexus Way, Camana Bay, Grand Cayman KY1-9009, Cayma |
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| February 5, 2025 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Conduit Pharmaceuticals Inc. |
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| January 23, 2025 |
Conduit Pharmaceuticals Inc. Announces Reverse Stock Split Exhibit 99.1 Conduit Pharmaceuticals Inc. Announces Reverse Stock Split NAPLES, Fla. and CAMBRIDGE, United Kingdom, January 23, 2025 (GLOBE NEWSWIRE) – Conduit Pharmaceuticals Inc. (Nasdaq: CDT) (“Conduit” or the “Company”), a multi-asset, clinical stage, disease-agnostic life science company delivering an efficient model for compound development, announces that its board of directors has approved |
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| January 23, 2025 |
Certificate of Amendment filed with the Delaware Secretary of State on January 22, 2025 Exhibit 3.1 CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF CONDUIT PHARMACEUTICALS INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Conduit Pharmaceuticals Inc., a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify as fo |
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| January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 22, 2025 Conduit Pharmaceuticals Inc. |
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| January 21, 2025 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) Exhibit 1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. |
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| January 15, 2025 |
Up to $4,835,433 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 AMENDMENT NO. 1 DATED JANUARY 15, 2025 to Prospectus Supplement dated November 1, 2024 (to Prospectus dated November 1, 2024) Up to $4,835,433 of Shares of Common Stock This Amendment No. 1 (the “Amendment”) to the Prospectus Supplement amends and supplements the information in the prospectus, dated November 1, 2024 (the “Prospectus |
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| January 14, 2025 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 13, 2025 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Comm |
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| December 20, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| December 17, 2024 |
Exhibit 10.1 of Willow House, Cricket Square, Grand Cayman, Cayman Islands, KY1-1107 SERVICES AGREEMENT This Services Agreement (the “Agreement”) is entered into as of December 12, 2024 (“Effective Date”) by and between SARBORG Limited, a Cayman Islands company, with its principal place of business at Willow House, Cricket Square, Grand Cayman, Cayman Islands, KY1-1107 (“Sarborg”), and Conduit Pha |
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| December 17, 2024 |
Exhibit 99.1 Conduit Pharmaceuticals to Revolutionize Drug Development Through Agreement to Use Artificial Intelligence and Cybernetics Approach Conduit Pharmaceuticals partners with SARBORG Limited to leverage artificial intelligence and cybernetics for optimizing key drug development processes, including drug repurposing, discovery, and clinical trial monitoring. This innovative approach aims to |
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| December 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| December 16, 2024 |
8,771,470 Shares of Common Stock 16,033,000 Shares of Common Stock Underlying Warrants Filed pursuant to Rule 424(b)(3) File No. 333-275056 PROSPECTUS SUPPLEMENT No. 3 (to prospectus dated May 2, 2024) 8,771,470 Shares of Common Stock 16,033,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 2, 2024 (the “Prospectus”), which forms part of our registration statement on |
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| December 9, 2024 |
75,000,000 Shares of Common Stock Filed pursuant to Rule 424(b)(3) File No. 333-283449 PROSPECTUS 75,000,000 Shares of Common Stock This prospectus relates to the offer and resale of up to an aggregate of 75,000,000 shares of common stock, par value $0.0001 per share (the “Common Stock”) of Conduit Pharmaceuticals Inc. (the “Company,” “we,” “our” or “us”), which may be acquired by the selling stockholder listed in this prospectus |
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| December 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| December 4, 2024 |
Conduit Pharmaceuticals Inc. 4581 Tamiami Trail North, Suite 200 Naples, Florida 34103 (648) 491-9132 December 4, 2024 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-3 (File No. 333-283449) (the “Registration Statement”) Ladies an |
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| November 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 25, 2024 |
As filed with the Securities and Exchange Commission on November 25, 2024 As filed with the Securities and Exchange Commission on November 25, 2024 Registration No. |
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| November 25, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Conduit Pharmaceuticals Inc. |
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| November 25, 2024 |
Exhibit 4.1 NEITHER THIS CONVERTIBLE PROMISSORY NOTE NOR THE SECURITIES THAT MAY BE ACQUIRED PURSUANT TO THIS CONVERTIBLE PROMISSORY NOTE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED O |
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| November 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| November 25, 2024 |
Exhibit 4.2 CONDUIT PHARMACEUTICALS INC. SECOND AMENDMENT TO SENIOR SECURED PROMISSORY NOTE This Second Amendment to the Secured Promissory Note (this “Amendment”), dated as of November 22, 2024 (the “Amendment Effective Date”), hereby further amends the Senior Secured Promissory Note (the “Note”) issued by Conduit Pharmaceutical Inc. (“Company”), and each subsidiary of the Company listed on the s |
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| November 19, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| November 19, 2024 |
Exhibit 10.1 CONTRACT OF EMPLOYMENT THIS DEED is dated as of 15 November 2024 and is made among: (1) CONDUIT PHARMACEUTICALS LIMITED (“CPL”); (2) CONDUIT UK MANAGEMENT LTD. (the “Company”); and (3) JAMES BLIGH, of Braeside, Crimp Hill, Old Windsor, TW20 0YB, UK (“you”). You and CPL entered into a Contract of Employment effective as of 1 March 2000, as amended on 22 September 2023 and 15 November 2 |
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| November 19, 2024 |
Amendment No. 1 to the Amended and Restated Bylaws Exhibit 3.1 Amendment No. 1 to the Amended and Restated By laws of Conduit Pharmaceuticals Inc. On November 15, 2024, the Board of Directors of Conduit Pharmaceuticals Inc., a Delaware corporation (the “Corporation”), approved and adopted the following amendment to the Corporation’s Amended and Restated By Laws (the “By Laws” or “Bylaws”), to be effective following the final adjournment of the Cor |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT T O SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUIT |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUIT |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUI |
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| November 6, 2024 |
CDT / Conduit Pharmaceuticals Inc. / St George Street Capital - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Amendment No. |
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| November 4, 2024 |
Filed Pursuant to Rule 424(b)(3) File No. 333-282802 PROSPECTUS $100,000,000 Common Stock Preferred Stock Warrants Units We may offer and sell up to $100,000,000 in the aggregate of the securities identified above, from time to time in one or more offerings. This prospectus provides you with a general description of the securities. Each time we offer and sell securities, we will provide one or mor |
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| November 4, 2024 |
Up to $3,556,586 of Shares of Common Stock Filed pursuant to Rule 424(b)(5) Registration File No. 333-282802 Prospectus Supplement (to Prospectus dated November 1, 2024) Up to $3,556,586 of Shares of Common Stock On October 23, 2024, we entered into a certain Sales Agreement, or sales agreement, with A.G.P./Alliance Global Partners (“A.G.P.”) relating to shares of our common stock offered by this prospectus supplement and the accompanying |
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| November 1, 2024 |
Exhibit 4.2 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| November 1, 2024 |
Exhibit 10.1 BRIDGE LOAN AGREEMENT Dated as of October 29, 2024 Conduit Pharmaceuticals Inc., a Delaware corporation (the “Borrower”), and A.G.P./Alliance Global Partners (the “Lender”) agree as follows: Article I AMOUNTS AND TERMS OF THE ADVANCES Section 1.01. The Advances. The Lender agrees, on the terms and conditions hereinafter set forth, to make an advance (the “Advance”) to the Borrower, in |
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| November 1, 2024 |
Exhibit 4.1 PROMISSORY NOTE $600,000 Dated: October 29, 2024 FOR VALUE RECEIVED, the undersigned, CONDUIT PHARMACEUTICALS INC., a Delaware corporation (the “Borrower”), HEREBY PROMISES TO PAY to A.G.P./Alliance Global Partners (the “Lender”) the principal amount of SIX HUNDRED THOUSAND DOLLARS ($600,000) or, if less, the aggregate principal amount of the Advance made by the Lender to the Borrower |
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| November 1, 2024 |
Exhibit 4.4 CONDUIT PHARMACEUTICALS INC. AMENDMENT TO SENIOR SECURED PROMISSORY NOTE AND SECURITY AGREEMENT This Amendment to the Secured Promissory Note and Security Agreement (this “Amendment”), dated as of October 31, 2024 (the “Amendment Effective Date”), hereby amends each of (i) the Senior Secured Promissory Note (the “Note”) issued by Conduit Pharmaceutical Inc. (“Company”), and each subsid |
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| November 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Comm |
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| November 1, 2024 |
Exhibit 4.3 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY T |
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| October 31, 2024 |
Conduit Pharmaceuticals Inc. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92134 (760) 471-8536 October 31, 2024 VIA EDGAR SUBMISSION U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-3 (File No. 333-282802) (the “Registration Statement”) Ladies and G |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| October 24, 2024 |
Exhibit 10.1 CONDUIT PHARMACEUTICALS INC. COMMON STOCK SALES AGREEMENT October 23, 2024 A.G.P./Alliance Global Partners 590 Madison Avenue New York, NY 10022 Ladies and Gentlemen: Conduit Pharmaceuticals Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (the “Sales Agent”), as follows: 1. Issuance and Sale of Shares. The Co |
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| October 24, 2024 |
As filed with the Securities and Exchange Commission on October 23, 2024 As filed with the Securities and Exchange Commission on October 23, 2024 Registration No. |
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| October 24, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Conduit Pharmaceuticals Inc. |
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| October 18, 2024 |
SC 13G/A 1 ea0218068-13ga3nirlandcon.htm AMENDMENT NO. 3 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X106 (CUSIP Number) October 11, 2024 (Date of Event which Requires |
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| October 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commi |
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| October 15, 2024 |
Exhibit 10.2 CONDUIT PHARMACEUTICALS INC. (Nasdaq: CDT) Vrezh Isayan and Sharon Lee Isayan 2044 San Ysidro Dr. Beverly Hills California 90210 United States of America October 9, 2024 Re: Loan Extension Amendment for $800,000 Convertible Promissory Note Dear Vrezh Isayan and Sharon Lee Isayan, This letter serves as a formal agreement to amend the terms of the Convertible Promissory Note (the “Note” |
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| October 15, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (THIS “NOTE”) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COM |
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| October 11, 2024 |
CDT / Conduit Pharmaceuticals Inc. / ASTRAZENECA PLC - SC 13G Passive Investment SC 13G 1 tm2425992d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 20678X106 (CUSIP Number) August 7, 2024 (Date of Event Which Requires Filing of this Statement) Che |
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| October 7, 2024 |
SC 13G/A 1 ea0216964-13ga2nirlandcon.htm AMENDMENT NO. 2 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X106 (CUSIP Number) October 4, 2024 (Date of Event which Requires F |
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| September 19, 2024 |
Securities Transfer Request, dated June 13, 2024, by Corvus Capital Limited (filed herewith). EX-9 3 ex-9.htm Exhibit 9 |
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| September 19, 2024 |
CDT / Conduit Pharmaceuticals Inc. / Corvus Capital Ltd. Activist Investment SC 13D/A 1 formsc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 20678X106 (CUSIP Number) Andrew Regan Corvus Capital Ltd. Floor 2, Willow House, Cricket Square P.O. Box 709 |
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| September 19, 2024 |
Exhibit 10 |
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| September 19, 2024 |
EX-11 5 ex-11.htm Exhibit 11 |
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| September 17, 2024 | ||
| September 16, 2024 |
CONDUIT PHARMACEUTICALS INC. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92134 CONDUIT PHARMACEUTICALS INC. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92134 September 16, 2024 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-1, as amended File No. 333-281933 (the “Registration Statement”) Dear Ladies and G |
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| September 13, 2024 |
Exhibit 10.31 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. LICENSE AGREEMENT between ASTRAZENECA AB (PUBL) and CONDUIT PHARMACEUTICALS INC. TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 ARTICLE 2 GRANT OF |
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| September 13, 2024 |
Exhibit 10.32 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. STOCK ISSUANCE AGREEMENT This Stock Issuance Agreement (“Agreement”) is entered into as of August 7, 2024, by and between AstraZeneca AB (PUB |
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| September 13, 2024 |
As filed with the Securities and Exchange Commission on September 13, 2024 As filed with the Securities and Exchange Commission on September 13, 2024 Registration No. |
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| September 6, 2024 |
Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Com |
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| September 4, 2024 |
As filed with the Securities and Exchange Commission on September 4, 2024 As filed with the Securities and Exchange Commission on September 4, 2024 Registration No. |
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| September 4, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Conduit Pharmaceuticals Inc. |
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| August 19, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-275056 Prospectus Supplement No. 2 (to prospectus dated May 2, 2024) CONDUIT PHARMACEUTICALS INC. 8,771,470 Shares of Common Stock 16,033,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 2, 2024 (the “Prospectus”), which forms |
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| August 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commi |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X106 (CUSIP Number) August 6, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| August 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT T O SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUIT PH |
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| August 8, 2024 |
Exhibit 99.1 Conduit Pharmaceuticals Enters into Exclusive License Agreement with AstraZeneca for Multiple Assets to Advance Potential First-in-Class Treatments ● Conduit Pharmaceuticals enters into exclusive license agreement with AstraZeneca for HK-4 Glucokinase activators AZD1656 and AZD5658 targeting autoimmune indications and myeloperoxidase inhibitor AZD5904 targeting idiopathic male inferti |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commis |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commis |
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| August 7, 2024 |
Exhibit 4.1 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THEY MAY NOT BE SOLD, PLEDGED, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER THE PROVISIONS OF THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS. Up to $2,650,000 August , 2 |
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| August 7, 2024 |
Exhibit 10.1 Security AGREEMENT This Security Agreement (this “Agreement”) is dated as of August 6, 2024, by Conduit Pharmaceuticals Inc., a Delaware corporation (the “Grantor”) in favor of Nirland Limited, a company organized under the laws of Guernsey (the “Secured Party”). W I T N E S S E T H: WHEREAS, concurrently with the execution of this Agreement, the Grantor issued and delivered to the Se |
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| July 11, 2024 |
Shareholder Director Nominations UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of inco |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commissi |
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| May 31, 2024 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 28, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commissi |
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| May 16, 2024 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-275056 Prospectus Supplement No. 1 (to prospectus dated May 2, 2024) CONDUIT PHARMACEUTICALS INC. 8,771,470 Shares of Common Stock 16,033,000 Shares of Common Stock Underlying Warrants This prospectus supplement is being filed to update and supplement the information contained in the prospectus dated May 2, 2024 (the “Prospectus”), which forms |
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| May 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41245 CONDUIT PH |
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| May 14, 2024 |
Exhibit 10.1 SEPARATION AGREEMENT This Separation Agreement (this “Agreement”) is made and entered into as of May 12, 2024 (the “Effective Date”), by and between Adam Sragovicz (“Executive”) and Conduit Pharmaceuticals Inc. (the “Company”). The Company and Executive are sometimes collectively referred to herein as the “Parties” and individually as a “Party”. 1. Separation. (a) Transition Period. E |
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| May 2, 2024 |
As filed with the Securities and Exchange Commission on May 1, 2024 As filed with the Securities and Exchange Commission on May 1, 2024 Registration No. |
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| April 16, 2024 |
Conduit Pharmaceuticals, Inc. Compensation Recovery Policy Exhibit 97.1 CONDUIT PHARMACEUTICALS INC. CLAWBACK POLICY (Adopted as of September 21, 2023) 1. Introduction. Conduit Pharmaceuticals Inc. (the “Company”) has adopted this Clawback Policy (the “Policy”), which provides for the recovery of certain executive compensation in the event of an accounting restatement resulting from material noncompliance with financial reporting requirements under the fe |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2024 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commis |
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| April 16, 2024 |
Description of Registered Securities Exhibit 4.1 DESCRIPTION OF OUR SECURITIES The following is a description of our securities of as set forth in certain provisions of our Second Amended and Restated Certificate of Incorporation (the “Charter”), our Amended and Restated Bylaws (the “Bylaws”), and the applicable provisions of the Delaware General Corporation Law. This information is qualified entirely by reference to the applicable p |
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| April 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. |
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| April 16, 2024 |
Letter from Marcum LLP, dated April 16, 2024 Exhibit 7.1 U.S. Securities and Exchange Commission 100 F Street NE Washington, DC 20549 We have read Item 4.02 of Form 8-K dated April 11, 2024 of Conduit Pharmaceuticals Inc. and agree with the statements concerning our firm therein. We have no basis to agree or disagree with other statements of Conduit Pharmaceuticals Inc. contained therein. Sincerely, /s/ Marcum LLP Marcum LLP |
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| April 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-41245 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form |
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| February 8, 2024 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Conduit Pharmaceuticals Inc. (formerly known as Murphy Canyon Acquisition Corp.) (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X106 (CUSIP Number) December 31, 2023 (Date of |
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| February 2, 2024 |
CDT / Conduit Pharmaceuticals Inc. / Hudson Bay Capital Management LP - CDT 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Conduit Pharmaceuticals Inc. (formerly known as Murphy Canyon Acquisition Corp.) (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 20678X106 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Stateme |
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| January 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Conduit Pharmaceuticals Inc. |
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| January 10, 2024 |
As filed with the Securities and Exchange Commission on January 10, 2024 As filed with the Securities and Exchange Commission on January 10, 2024 Registration No. |
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| December 18, 2023 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-275056 PROSPECTUS CONDUIT PHARMACEUTICALS INC. 8,771,470 Shares of Common Stock 16,033,000 Shares of Common Stock Underlying Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the “Selling Securityholders”) of an aggregate of: (a) up to 8,771,470 shares of our common |
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| December 13, 2023 |
CONDUIT PHARMACEUTICALS INC. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92134 CONDUIT PHARMACEUTICALS INC. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92134 December 13, 2023 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Conduit Pharmaceuticals Inc. (the “Company”) Registration Statement on Form S-1, as amended File No. 333-275056 (the “Registration Statement”) Dear Ladies and Ge |
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| December 1, 2023 |
As filed with the Securities and Exchange Commission on December 1, 2023 As filed with the Securities and Exchange Commission on December 1, 2023 Registration No. |
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| December 1, 2023 |
Conduit Pharmaceuticals Inc. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Conduit Pharmaceuticals Inc. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 December 1, 2023 Via EDGAR Submission U.S. Securities and Exchange Commission Division of Corporate Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Conduit Pharmaceuticals Inc. Registration Statement on Form S-1, Submitted October 17, 2023 CIK No. 000 |
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| December 1, 2023 |
As filed with the Securities and Exchange Commission on December 1, 2023 As filed with the Securities and Exchange Commission on December 1, 2023 Registration No. |
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| December 1, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Conduit Pharmaceuticals Inc. |
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| December 1, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Conduit Pharmaceuticals Inc. |
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| November 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41245 CONDUIT PH |
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| November 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41245 CONDUIT PHAR |
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| November 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER 001-41245 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form |
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| October 17, 2023 |
As filed with the Securities and Exchange Commission on October 17, 2023 As filed with the Securities and Exchange Commission on October 17, 2023 Registration No. |
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| October 17, 2023 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Conduit Pharmaceuticals Inc. |
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| October 5, 2023 |
Exhibit 3.2 AMENDED AND RESTATED BY LAWS OF CONDUIT PHARMACEUTICALS, INC. (THE “CORPORATION”) These Amended and Restated Bylaws of Conduit Pharmaceuticals, Inc. a Delaware corporation (the “Corporation”), are effective as of September 22, 2023, and hereby amend the restated bylaws of the Corporation in its entirety: ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Cor |
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| October 5, 2023 |
EXHIBIT 99.1 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CONDUIT PHARMACEUTICALS LIMITED You should read the following discussion and analysis of our financial condition and results of operations with our audited financial statements for the year ended December 31, 2022, together with related notes thereto, and unaudited financial statements for the six |
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| October 5, 2023 |
INDEX TO CONDENSED FINANCIAL STATEMENTS EXHIBIT 99.2 INDEX TO CONDENSED FINANCIAL STATEMENTS Unaudited Condensed Financial Statements of Conduit Pharmaceuticals Limited: Page(s) Condensed Balance Sheets 2 Condensed Statements of Operations and Comprehensive Loss 3 Condensed Statements of Changes in Shareholders’ Deficit 4 Condensed Statements of Cash Flows 5 Notes to Condensed Financial Statements 6 1 CONDUIT PHARMACEUTICALS LIMITED BAL |
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| October 5, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in this Current Report and in the definitions within the exhibits to this Current Report. All dollar amounts are expressed in thousands of United States dollars (“$”), unless otherwise indicated. Introduction The following unaudited pr |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) ( |
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| October 5, 2023 |
Second A&R Certificate of Incorporation. Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MURPHY CANYON ACQUISITION CORP. September 21, 2023 Murphy Canyon Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The present name of the Corporation is “Murphy Canyon Acquisition Corp”. The original certificate of incorporat |
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| October 5, 2023 |
Exhibit 99.4 Conduit Pharmaceuticals and Murphy Canyon Acquisition Corp. Announce Completion of Business Combination September 22, 2023 / Conduit Pharmaceuticals Limited (“Conduit Pharmaceuticals”), a multi-asset clinical-stage disease-agnostic life science company providing an efficient model for compound development, and Murphy Canyon Acquisition Corp., a special purpose acquisition company (Nas |
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| October 5, 2023 |
Exhibit 10.9 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of , , between Conduit Pharmaceuticals Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Background A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection throu |
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| October 2, 2023 |
MURF / Murphy Canyon Acquisition Corp - Class A / Nirland Ltd - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X106 (CUSIP Number) September 22, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| October 2, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned ackn |
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| September 29, 2023 |
Exhibit 99.3 UNAUDITED (AND UNREVIEWED WITH RESPECT TO CONDUIT) PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in this Current Report and in the definitions within the exhibits to this Current Report. All dollar amounts are expressed in thousands of United States dollars (“$”), unless otherwise indicated |
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| September 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2) CONDUIT PHARMACEUTICALS INC. (f/k/a MURPHY CANYON ACQUISITION CORP.) (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 20678X 106 (CUSIP Number) Jack K. Heilbron 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Teleph |
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| September 29, 2023 |
Exhibit 10.9 INDEMNITY AGREEMENT This INDEMNITY AGREEMENT (the “Agreement”) is made and entered into as of , , between Conduit Pharmaceuticals Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). Background A. Highly competent persons have become more reluctant to serve corporations as directors or officers or in other capacities unless they are provided with adequate protection throu |
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| September 29, 2023 |
Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF MURPHY CANYON ACQUISITION CORP. September 21, 2023 Murphy Canyon Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The present name of the Corporation is “Murphy Canyon Acquisition Corp”. The original certificate of incorporat |
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| September 29, 2023 |
EXHIBIT 99.1 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF CONDUIT PHARMACEUTICALS LIMITED You should read the following discussion and analysis of our financial condition and results of operations with our audited financial statements for the year ended December 31, 2022, together with related notes thereto, and unaudited and unreviewed financial stateme |
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| September 29, 2023 |
MURF / Murphy Canyon Acquisition Corp - Class A / Corvus Capital Ltd. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Conduit Pharmaceuticals Inc. (Name of Issuer) Common Stock, Par Value $0.0001 per share (Title of Class of Securities) 20678X106 (CUSIP Number) Andrew Regan Corvus Capital Ltd. Floor 2, Willow House, Cricket Square PO Box 709 Grand Cayman KY1-1107, Cayman Islands Telephone |
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| September 29, 2023 |
INDEX TO CONDENSED FINANCIAL STATEMENTS EXHIBIT 99.2 INDEX TO CONDENSED FINANCIAL STATEMENTS Unaudited and Unreviewed Condensed Financial Statements of Conduit Pharmaceuticals Limited: Page(s) Condensed Balance Sheets 2 Condensed Statements of Operations and Comprehensive Loss 3 Condensed Statements of Changes in Shareholders’ Deficit 4 Condensed Statements of Cash Flows 5 Notes to Condensed Financial Statements 6 1 CONDUIT PHARMACEUTIC |
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| September 29, 2023 |
Exhibit 1 JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13D (as may be amended from time to time, the “Schedule 13D”) with respect to the common stock of Conduit Pharmaceuticals Inc. |
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| September 29, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 Conduit Pharmaceuticals Inc. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| September 29, 2023 |
MURF / Murphy Canyon Acquisition Corp - Class A / St George Street Capital Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G (Amendment No. |
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| September 29, 2023 |
Exhibit 99.4 Conduit Pharmaceuticals and Murphy Canyon Acquisition Corp. Announce Completion of Business Combination September 22, 2023 / Conduit Pharmaceuticals Limited (“Conduit Pharmaceuticals”), a multi-asset clinical-stage disease-agnostic life science company providing an efficient model for compound development, and Murphy Canyon Acquisition Corp., a special purpose acquisition company (Nas |
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| September 29, 2023 |
Exhibit 3.2 AMENDED AND RESTATED BY LAWS OF CONDUIT PHARMACEUTICALS, INC. (THE “CORPORATION”) These Amended and Restated Bylaws of Conduit Pharmaceuticals, Inc. a Delaware corporation (the “Corporation”), are effective as of September 22, 2023, and hereby amend the restated bylaws of the Corporation in its entirety: ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Cor |
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| September 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 CONDUIT PHARMACEUTICALS INC. (Exact name of registrant as specified in its charter) Delaware 87-3272543 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificatio |
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| September 21, 2023 |
Exhibit 99.1 Murphy Canyon Acquisition Corp. Announces Stockholder Approval of the Proposed Combination with Conduit Pharmaceuticals Limited San Diego, California – September 20, 2023 – Murphy Canyon Acquisition Corp. (Nasdaq: MURF) (“MURF” or “Murphy Canyon”), a special purpose acquisition company, announced today that at a special meeting of the MURF stockholders (the “Special Meeting”) held tod |
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| September 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 20, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) |
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| September 13, 2023 |
Exhibit 4.1 FORM OF WARRANT NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN E |
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| September 13, 2023 |
Exhibit 10.1 SUBSCRIPTION AGREEMENT September , 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Attention: Jack K. Heilbron, CEO Email: [email protected] Conduit Pharmaceuticals Limited c/o Ogier Global (Cayman) Limited 89 Nexus Way, Camana Bay Grand Cayman, KY1-9009 Cayman Islands Attention: Dr. Andrew Regan; James Bligh Email: [email protected]; jb@ |
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| September 13, 2023 |
PROSPECTUS SUPPLEMENT NO. 2 Filed Pursuant to Rule 424(b)(3) (To Prospectus dated August 11, 2023) Registration No. 333-271903 MURPHY CANYON ACQUISITION CORP. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 PROSPECTUS SUPPLEMENT SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 20, 2023 This prospectus supplement amends and supplements the prospectus dated August 11, 2023 (as amended |
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| September 13, 2023 |
Form of Subscription Agreement Exhibit 10.1 SUBSCRIPTION AGREEMENT September , 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Attention: Jack K. Heilbron, CEO Email: [email protected] Conduit Pharmaceuticals Limited c/o Ogier Global (Cayman) Limited 89 Nexus Way, Camana Bay Grand Cayman, KY1-9009 Cayman Islands Attention: Dr. Andrew Regan; James Bligh Email: [email protected]; jb@ |
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| September 13, 2023 |
Exhibit 4.1 FORM OF WARRANT NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN E |
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| September 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) |
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| September 13, 2023 |
Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 13, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) |
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| September 7, 2023 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) ( |
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| September 7, 2023 |
Exhibit 99.1 MURPHY CANYONACQUISITION CORP. ANNOUNCES POSTPONEMENT OF ITS SPECIAL MEETING OF STOCKHOLDERS FOR APPROVING ITS INITIAL BUSINESS COMBINATION WITH CONDUIT San Diego, California ( September 7, 2023 ) — Murphy Canyon Acquisition Corp. (Nasdaq: “MURF” or “Murphy Canyon”) announced today that its special meeting of stockholders (the “Meeting”), which was originally scheduled for September 1 |
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| September 7, 2023 |
Exhibit 99.1 MURPHY CANYONACQUISITION CORP. ANNOUNCES POSTPONEMENT OF ITS SPECIAL MEETING OF STOCKHOLDERS FOR APPROVING ITS INITIAL BUSINESS COMBINATION WITH CONDUIT San Diego, California ( September 7, 2023 ) — Murphy Canyon Acquisition Corp. (Nasdaq: “MURF” or “Murphy Canyon”) announced today that its special meeting of stockholders (the “Meeting”), which was originally scheduled for September 1 |
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| September 7, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) ( |
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| August 31, 2023 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 31, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 31, 2023 |
Exhibit 99.1 MURPHY CANYONACQUISITION CORP. ANNOUNCES POSTPONEMENT OF ITS SPECIAL MEETING OF STOCKHOLDERS FOR APPROVING ITS INITIAL BUSINESS COMBINATION WITH CONDUIT San Diego, California (August 31, 2023) — Murphy Canyon Acquisition Corp. (Nasdaq: “MURF” or “Murphy Canyon”) announced today that its special meeting of stockholders (the “Meeting”), which was originally scheduled for September 7, 20 |
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| August 31, 2023 |
Exhibit 99.1 MURPHY CANYONACQUISITION CORP. ANNOUNCES POSTPONEMENT OF ITS SPECIAL MEETING OF STOCKHOLDERS FOR APPROVING ITS INITIAL BUSINESS COMBINATION WITH CONDUIT San Diego, California (August 31, 2023) — Murphy Canyon Acquisition Corp. (Nasdaq: “MURF” or “Murphy Canyon”) announced today that its special meeting of stockholders (the “Meeting”), which was originally scheduled for September 7, 20 |
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| August 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 23, 2023 |
Exhibit 99.2 |
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| August 23, 2023 |
Exhibit 99.2 |
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| August 23, 2023 |
Other Events, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 23, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 23, 2023 |
Exhibit 99.1 PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) (To Prospectus dated August 11, 2023) Registration No. 333-271903 MURPHY CANYON ACQUISITION CORP. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 PROSPECTUS SUPPLEMENT SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 7, 2023 To the Stockholders of Murphy Canyon Acquisition Corp.: This prospectus supplement amends and |
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| August 23, 2023 |
PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) (To Prospectus dated August 11, 2023) Registration No. |
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| August 23, 2023 |
Exhibit 99.1 PROSPECTUS SUPPLEMENT Filed Pursuant to Rule 424(b)(3) (To Prospectus dated August 11, 2023) Registration No. 333-271903 MURPHY CANYON ACQUISITION CORP. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 PROSPECTUS SUPPLEMENT SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 7, 2023 To the Stockholders of Murphy Canyon Acquisition Corp.: This prospectus supplement amends and |
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| August 16, 2023 |
Exhibit 99.1 SEC Declares Form S-4 Registration Statement “Effective” for Proposed Business Combination of Murphy Canyon Acquisition Corp. with Conduit Pharmaceuticals Limited ● Special meeting of Murphy Canyon stockholders to vote on the proposed business combination scheduled for September 7, 2023 ● Conduit is a disease agnostic life science company providing an efficient model for compound deve |
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| August 16, 2023 |
Exhibit 99.1 SEC Declares Form S-4 Registration Statement “Effective” for Proposed Business Combination of Murphy Canyon Acquisition Corp. with Conduit Pharmaceuticals Limited ● Special meeting of Murphy Canyon stockholders to vote on the proposed business combination scheduled for September 7, 2023 ● Conduit is a disease agnostic life science company providing an efficient model for compound deve |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Co |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41245 MURPHY CANYON ACQ |
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| August 11, 2023 |
PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-271903 MURPHY CANYON ACQUISITION CORP. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 NOTICE OF SPECIAL MEETING OF STOCKHOLDERS TO BE HELD ON SEPTEMBER 7, 2023 TO THE STOCKHOLDERS OF MURPHY CANYON ACQUISITION CORP.: NOTICE IS HEREBY GIVEN that a special meeting of stockholders of Murphy Canyon Acquisition Corp. (“MURF”), a De |
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| August 10, 2023 |
Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 August 10, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Murphy Canyon Acquisition Corp. Registration Statement on Form S-4 File No. 333-271903 Dear Mr. Howes and Ms. Crotty, Murp |
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| August 8, 2023 |
As filed with the Securities and Exchange Commission on August 8, 2023. As filed with the Securities and Exchange Commission on August 8, 2023. Registration No. 333-271903 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MURPHY CANYON ACQUISITION CORP. (Exact Name of Each Registrant as Specified in its Charter) Delaware 6770 87-3272543 (State or other jurisdictio |
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| August 8, 2023 |
Exhibit 4.9 EXHIBIT A [Form of Warrant Certificate] [FACE] Number Warrants THIS WARRANT SHALL BE VOID IF NOT EXERCISED PRIOR TO THE EXPIRATION OF THE EXERCISE PERIOD PROVIDED FOR IN THE WARRANT AGREEMENT DESCRIBED BELOW CONDUIT PHARMACEUTICALS INC. Incorporated Under the Laws of the State of Delaware CUSIP 626642 110 Warrant Certificate This Warrant Certificate certifies that , or registered assig |
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| August 8, 2023 |
Exhibit 99.9 |
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| August 8, 2023 |
Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 August 8, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Murphy Canyon Acquisition Corp. Amendment No. 2 to Registration Statement on Form S-4 Filed July 28, 2023 File No. 333-2719 |
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| August 8, 2023 |
Exhibit 4.8 NUMBER SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP 626642 102 Conduit Pharmaceuticals Inc. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF Conduit Pharmaceuticals Inc. (THE CORPORATION) transferable on the books of the Corporation in person or by duly auth |
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| July 28, 2023 |
EXHIBIT 10.26 CONDUIT PHARMACEUTICALS INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Non-employee members of the board of directors (the “Board”) of Conduit Pharmaceuticals Inc. (the “Company”) shall receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”). This Program has been adopted under the Company’s 2023 Stock Incentive Plan or i |
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| July 28, 2023 |
EXHIBIT 10.17 [●], 2023 Dr. David Tapolczay Re: Employment Offer Letter Dear David: Murphy Canyon Acquisition Corp. (the “Company”) is pleased to offer you a position on the terms set forth in this letter (this “Agreement”), effective as of the date of the closing of the transactions contemplated by the Agreement and Plan of Merger by and among Murphy Canyon Acquisition Corp., Conduit Merger Sub, |
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| July 28, 2023 |
Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 July 28, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Murphy Canyon Acquisition Corp. Amendment No. 1 to Registration Statement on Form S-4 Filed July 11, 2023 File No. 333-27190 |
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| July 28, 2023 |
EXHIBIT 21.1 Subsidiaries of Conduit Pharmaceuticals Limited As of the closing of the Business Combination, Conduit Pharmaceuticals Limited will have one subsidiary, Conduit UK Management Ltd. |
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| July 28, 2023 |
As filed with the Securities and Exchange Commission on July 28, 2023. As filed with the Securities and Exchange Commission on July 28, 2023. Registration No. 333-271903 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MURPHY CANYON ACQUISITION CORP. (Exact Name of Each Registrant as Specified in its Charter) Delaware 6770 87-3272543 (State or other jurisdiction |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Comm |
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| July 21, 2023 |
Exhibit 99.1 |
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| July 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2023 Murphy Canyon Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Comm |
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| July 21, 2023 |
Exhibit 99.1 |
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| July 11, 2023 |
Exhibit 10.18 Adam Sragovicz Re: Employment Offer Letter Dear Adam: Conduit Pharmaceuticals Inc. (the “Company”) is pleased to offer you a position on the terms set forth in this letter (this “Agreement”), effective as of the date of the closing of the transactions contemplated by the Agreement and Plan of Merger by and among Murphy Canyon Acquisition Corp. Conduit Merger Sub, Inc. and Conduit Pha |
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| July 11, 2023 |
Exhibit 10.24 |
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| July 11, 2023 |
As filed with the Securities and Exchange Commission on July 11, 2023. As filed with the Securities and Exchange Commission on July 11, 2023. Registration No. 333-271903 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MURPHY CANYON ACQUISITION CORP. (Exact Name of Each Registrant as Specified in its Charter) Delaware 6770 87-3272543 (State or other jurisdiction |
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| July 11, 2023 |
Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 July 11, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, NE Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Murphy Canyon Acquisition Corp. Registration Statement on Form S-4 Filed May 12, 2023 File No. 333-271903 Dear Mr. Howes and |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-41245 MURPHY CANYON AC |
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| May 12, 2023 |
Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 May 12, 2023 Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Tyler Howes and Laura Crotty Re: Murphy Canyon Acquisition Corp. Draft Registration Statement on Form S-4 Submitted February 1, 2023 CIK No. 0001896212 Dear Mr. Howes and Ms. Crotty: Murp |
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| May 12, 2023 |
Consent of Dr. David Tapolczay (Director nominee) Exhibit 99.2 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Exhibit 10.24 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AZD1656 PROJECT FUNDING AGREEMENT for use in UVETIS THIS AGREEMENT (the “Agreement”) is dated 02 November 2022 (the “Effective Date”) and is |
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| May 12, 2023 |
Consent of Jennifer I. McNealey (Director nominee) Exhibit 99.6 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) Murphy Canyon Acquisition Corp. |
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| May 12, 2023 |
Exhibit 10.17 CONDUIT PHARMACEUTICALS INC. 2023 STOCK INCENTIVE PLAN STOCK OPTION GRANT NOTICE Conduit Pharmaceuticals Inc., a Delaware corporation, (the “Company”), pursuant to its 2023 Stock Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to the individual listed below (“Participant”), an option to purchase the number of shares of the Company’s Common Stock (the “ |
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| May 12, 2023 |
Exhibit 10.21 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AZD1656 PROJECT FUNDING AGREEMENT for use in renal transplant THIS AGREEMENT (the “Agreement”) is dated 02 November 2022 (the “Effective Date |
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| May 12, 2023 |
Exhibit 10.20 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE (1) SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL; OR (2) DISCLOSURE OF SUCH INFORMATION WOULD CONSTITUTE A CLEARLY UNWARRANTED INVASION OF PERSONAL PRIVACY. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. DATED 26 March 2021 (1) ST GEO |
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| May 12, 2023 |
As filed with the Securities and Exchange Commission on May 12, 2023. As filed with the Securities and Exchange Commission on May 12, 2023. Registration No. 333 - UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MURPHY CANYON ACQUISITION CORP. (Exact Name of Each Registrant as Specified in its Charter) Delaware 6770 87-3272543 (State or other jurisdiction of Incorporation or orga |
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| May 12, 2023 |
Consent of Andrew Regan (Director nominee) Exhibit 99.7 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Exhibit 10.25 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AZD5904 PROJECT FUNDING AGREEMENT THIS AGREEMENT (the “Agreement”) is dated 2 November 2022 (the “Effective Date”) and is between: (1) St Geo |
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| May 12, 2023 |
Consent of Dr. Freda-Lewis Hall (Director nominee) Exhibit 99.1 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Consent of Faith L. Charles (Director nominee) Exhibit 99.4 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Exhibit 10.23 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AZD1656 PROJECT FUNDING AGREEMENT for use in HASHIMOTO’S THYROIDITIS THIS AGREEMENT (the “Agreement”) is dated 02 November 2022 (the “Effecti |
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| May 12, 2023 |
Form of Amended and Restated Bylaws of Conduit Pharmaceuticals Inc. Exhibit 3.5 AMENDED AND RESTATED BY LAWS OF CONDUIT PHARMACEUTICALS, INC. (THE “CORPORATION”) These Amended and Restated Bylaws of Conduit Pharmaceuticals, Inc. a Delaware corporation (the “Corporation”), are effective as of [ ], 2023, and hereby amend the restated bylaws of the Corporation in its entirety: ARTICLE I OFFICES Section 1.1. Registered Office. The registered office of the Corporation |
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| May 12, 2023 |
Exhibit 10.22 SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE SUCH TERMS ARE BOTH NOT MATERIAL AND ARE THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. THESE REDACTED TERMS HAVE BEEN MARKED IN THIS EXHIBIT WITH THREE ASTERISKS [***]. AZD1656 PROJECT FUNDING AGREEMENT for use in PRETERM LABOUR THIS AGREEMENT (the “Agreement”) is dated 02 November 2022 (the “Effective Date”) |
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| May 12, 2023 |
Consent of James Bligh (Director nominee) Exhibit 99.3 April 17, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the da |
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| May 12, 2023 |
Consent of Chele Chiavacci Farley (Director nominee) Exhibit 99.5 May 5, 2023 Murphy Canyon Acquisition Corp. 4995 Murphy Canyon Road, Suite 300 San Diego, CA 92123 Consent to Reference in Registration Statement Murphy Canyon Acquisition Corp. (the “Company”) has filed a registration statement on Form S-4, as amended, with the U.S. Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), as of the date |
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| May 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2023 MURPHY CANYON ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-41245 87-3272543 (State or other jurisdiction of incorporation) (Commi |
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| May 11, 2023 |
Exhibit 2.1 SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of May 11, 2023 (the “Effective Date”), is made and entered into by and among Murphy Canyon Acquisition Corp., a Delaware corporation (“Murphy”), Conduit Merger Sub, Inc., a Cayman Islands exempted company (“Merger Sub”), and Conduit Pharmaceuticals Limite |
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| May 11, 2023 |
Exhibit 2.1 SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated as of May 11, 2023 (the “Effective Date”), is made and entered into by and among Murphy Canyon Acquisition Corp., a Delaware corporation (“Murphy”), Conduit Merger Sub, Inc., a Cayman Islands exempted company (“Merger Sub”), and Conduit Pharmaceuticals Limite |
