$LIMNW

Liminatus Pharma, Inc.

CIK:0001971387|SEC Filings

Condensed Consolidated Statements of Operations - USD ($)

3 Months Ended

6 Months Ended

Jun. 30, 2026

Jun. 30, 2025

Jun. 30, 2026

Jun. 30, 2025

Condensed Consolidated Statements of Operations

General and administrative

$ 778,908

$ 1,118,211

$ 1,479,806

$ 1,382,431

Research and development

600,000

1,000,000

Total operating expenses

1,378,908

1,118,211

2,479,806

1,382,431

Loss from operations

(1,378,908)

(1,118,211)

(2,479,806)

(1,382,431)

Other income (expense):

Interest expense, related parties

(18,844)

(62,288)

(37,482)

(177,800)

Interest and other income

8,223

24,383

8,223

76,589

Forgiveness of unrelated vendor payables

11,515

2,142,297

11,515

2,142,297

Change in fair value of deferred underwriting fee - common stock payable

(756,000)

Change in the fair value of warrant liabilities

(29,245)

(116,894)

(33,423)

(116,894)

Total other income (expense), net

(28,351)

1,231,498

(51,167)

1,168,192

Net income (loss)

$ (1,407,259)

$ 113,287

$ (2,530,973)

$ (214,239)

Weighted average shares outstanding - basic (in shares)

^[1]

48,398,314

23,301,178

42,233,202

20,400,589

Weighted average shares outstanding - diluted (in shares)

^[1]

48,398,314

23,301,178

42,233,202

20,400,589

Basic net income (loss) per share (in dollars per share)

^[1]

$ (0.03)

$ 0

$ (0.06)

$ (0.01)

Diluted net income (loss) per share (in dollars per share)

^[1]

$ (0.03)

$ 0

$ (0.06)

$ (0.01)

[1]	Shares and per share data are presented on a retroactive basis to reflect the effects of the conversion and recapitalization as a result of the Business Combination consummated on April 30, 2025.

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
Cash Flows from Operating Activities:
Net loss		$ (2,530,973)	$ (214,239)
Adjustments to reconcile net loss to net cash used in operating activities
Forgiveness of unrelated vendor payables	$ (2,142,297)	(11,515)	(2,142,297)
Depreciation		986	743
Change in fair value of deferred underwriting fee - common stock payable	756,000		756,000
Change in the fair value of warrant liabilities	116,894	33,423	116,894
Changes in operating assets and liabilities
Due from related party, current			(3,427,000)
Prepaid and other current assets		(212,452)	43,442
Accounts payable and accrued expenses		(294,084)	(2,043,405)
Accrued interest, related parties		37,482	177,800
Accrued maintenance fee			(360,000)
Due to research and development partner			(1,782,297)
Due to related party		(8,155)	(101,500)
Net cash used in operating activities		(2,985,288)	(8,975,859)
Cash Flows from Investing Activities:
Loans to Iris Acquisition Corp			(775,000)
Net cash used in investing activities			(775,000)
Cash Flows from Financing Activities:
Gross proceeds from issuance of common stock in connection with the Offering		3,585,308
Gross proceeds from issuance of common stock for PIPE investment			10,556,500
Payment of transaction costs			(2,563,738)
Repayment of short-term debt, related party			4,340,000
Deferred transaction costs			(1,300,000)
Net cash provided by financing activities		5,664,729	11,032,762
Net change in cash		2,679,441	1,281,903
Cash, beginning of the period		337,655	56,319
Cash, end of the period	$ 1,338,222	3,017,096	1,338,222
Non-cash investing and financing activities:
Issuance of common stock in connection with the Clear Street settlement		7,360,000
Costs incurred in connection with the issuance of common stock		378,454
Liabilities assumed in connection with the Business Combination			10,694,604
Fair value of shares to be issued to underwriter on date of the Business Combination			7,049,000
Transaction costs incurred upon closing of the Business Combination			1,518,381
Settlement of loans to Iris Acquisition Corp upon closing of the Business Combination			4,443,500
Issuance of common stock to Iris Acquisition Holdings, LLC			690
Conversion of related party short-term debt into common stock			14,797,901
Non-cash conversion of amounts borrowed for PIPE Funds			3,427,000
Non-cash impact to APIC for the elimination of accrued interest on converted related party debt			$ 169,201
Common Stock Warrants
Cash Flows from Financing Activities:
Gross proceeds from issuance of common stock in connection		217,500
Existing warrants
Cash Flows from Financing Activities:
Gross proceeds from issuance of common stock in connection		$ 1,861,921

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2026	Dec. 31, 2025
Current assets
Cash	$ 3,017,096	$ 337,655
Prepaid and other current assets	375,371	162,919
Total current assets	3,392,467	500,574
Non-current assets:
Property and equipment, net	11,235	12,221
Total non-current assets	11,235	12,221
Total assets	3,403,702	512,795
Current liabilities
Accounts payable and accrued expenses	655,089	582,234
Accrued interest, related parties	241,403	203,921
Short-term debt, related parties	1,442,500	1,442,500
Deferred underwriting fee payable	500,000	500,000
Settlement payable		7,360,000
Total current liabilities	3,040,423	10,298,241
Warrant liability	62,667	29,244
Total liabilities	3,103,090	10,327,485
Commitments and Contingencies (Note 7)
Stockholders' equity (deficit)
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding as of June 30, 2026 and December 31, 2025
Common stock, $0.0001 par value; 500,000,000 shares authorized; 55,971,633 and 27,064,633 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively	5,597	2,706
Additional paid-in capital	41,697,721	29,054,337
Accumulated deficit	(41,402,706)	(38,871,733)
Total stockholders' equity (deficit)	300,612	(9,814,690)
Total liabilities and stockholders' equity (deficit)	3,403,702	512,795
Related party
Current liabilities
Due to related parties	201,431	209,586
Short-term debt, related parties	$ 1,442,500	$ 1,442,500