Pulmatrix, Inc. (Nasdaq: PULM) has entered into an Agreement and Plan of Merger and Reorganization to acquire Eos SENOLYTIX, Inc. (Eos). The combined company will operate as Eos SENOLYTIX, Inc. and is expected to trade on Nasdaq under the ticker symbol EOSX. Upon closing, pre-Merger Eos stockholders, including financing investors and holders of placement agent/M&A advisory fees, will own approximately 94% of the combined company on a fully-diluted basis. Pre-Merger Pulmatrix stockholders are expected to own approximately 6% of the combined company on a fully-diluted basis. Concurrent private financings totaling $19 million in aggregate gross proceeds have been secured, including a $1 million investment in Pulmatrix from RCM Eos PIPE HOLDINGS LLC and a bridge component for Eos from RCM Eos Holdings, LLC. The net proceeds from the financings are intended to advance Eos's proprietary MitoXcel platform, specifically its lead clinical candidate, PTC-2105, for sarcopenia and sarcopenic obesity. The merger is intended to qualify as a tax-free reorganization under Section 368(a) of the Internal Revenue Code. Pulmatrix will seek stockholder approval for the issuance of shares in connection with the merger, a name change to Eos SENOLYTIX, Inc., and a reverse stock split if deemed necessary. Eos's sole stockholder, Senotherapeutix, Inc., has entered into a support agreement to vote in favor of the merger and a lock-up agreement for 180 days post-closing.