Market Newsdesk

SAN DIEGO, March 06, 2026 (GLOBE NEWSWIRE) — Robbins Geller Rudman & Dowd LLP announces that purchasers or acquirers of Eos Energy Enterprises, Inc. (NASDAQ: EOSE) securities between November 5, 2025 and February 26, 2026, inclusive (the “Class Period”), have until May 5, 2026 to seek appointment as lead plaintiff of the Eos Energy class action lawsuit. Captioned Yung v. Eos Energy Enterprises, Inc., No. 26-cv-02372 (D.N.J.), the Eos Energy class action lawsuit charges Eos Energy and certain of Eos Energy’s top executives with violations of the Securities Exchange Act of 1934.

If you suffered substantial losses and wish to serve as lead plaintiff of the

Eos Energy

class action lawsuit, please provide your information here:

https://www.rgrdlaw.com/cases-eos-energy-enterprises-class-action-lawsuit-eose.html

You can also contact attorney

J.C. Sanchez

of Robbins Geller by calling 800/449-4900 or via e-mail at

[email protected]

.

CASE ALLEGATIONS: Eos Energy designs, manufactures, and markets zinc-based battery energy storage systems intended for utility‑scale commercial and industrial applications.

The Eos Energy class action lawsuit alleges that defendants throughout the Class Period made false and/or misleading statements and/or failed to disclose that: (i) Eos Energy was unable to achieve the ramp in production and capacity utilization required to achieve its previously set guidance; (ii) Eos Energy’s battery line downtime was running well above industry norms, the design intent of the line, and internal forecasts; (iii) Eos Energy was experiencing delays in the ability for its automated bipolar production to hit quality targets; and (iv) Eos Energy’s inadequate systems and processes prevented it from ensuring reasonably accurate guidance and that its public disclosures were timely, accurate, and complete.

The Eos Energy class action lawsuit further alleges that on February 26, 2026, Eos Energy announced fourth quarter and full year 2025 results, reporting, among other things, full year 2025 revenue of $114.2 million, falling far short of Eos Energy’s previously issued guidance of $150 million to $160 million for fiscal year 2025 revenue. Eos Energy allegedly further reported a “[g]ross loss of $143.8 million,” a “[n]et loss attributable to shareholders of $969.6 million,” an “[a]djusted EBITDA loss of $219.1 million,” and further disclosed that its “capacity milestone was reached 5 weeks later than initially planned.” On this news, the price of Eos Energy stock fell more than 39%, according to the complaint.

THE LEAD PLAINTIFF PROCESS: The Private Securities Litigation Reform Act of 1995 permits any investor who purchased or acquired Eos Energy securities during the Class Period to seek appointment as lead plaintiff in the Eos Energy class action lawsuit. A lead plaintiff is generally the movant with the greatest financial interest in the relief sought by the putative class who is also typical and adequate of the putative class. A lead plaintiff acts on behalf of all other class members in directing the Eos Energy class action lawsuit. The lead plaintiff can select a law firm of its choice to litigate the Eos Energy class action lawsuit. An investor’s ability to share in any potential future recovery is not dependent upon serving as lead plaintiff of the Eos Energy class action lawsuit.

ABOUT ROBBINS GELLER: Robbins Geller Rudman & Dowd LLP is one of the world’s leading law firms representing investors in securities fraud and shareholder rights litigation. Our Firm ranked #1 on the most recent ISS Securities Class Action Services Top 50 Report, recovering more than $916 million for investors in 2025. This marks our fourth #1 ranking in the past five years. And in those five years alone, Robbins Geller recovered $8.4 billion for investors – $3.4 billion more than any other law firm. With 200 lawyers in 10 offices, Robbins Geller is one of the largest plaintiffs’ firms in the world, and the Firm’s attorneys have obtained many of the largest securities class action recoveries in history, including the largest ever – $7.2 billion – in In re Enron Corp. Sec. Litig. Please visit the following page for more information:

https://www.rgrdlaw.com/services-litigation-securities-fraud.html

Past results do not guarantee future outcomes. 
Services may be performed by attorneys in any of our offices. 

Contact:
        Robbins Geller Rudman & Dowd LLP
        J.C. Sanchez
        655 W. Broadway, Suite 1900, San Diego, CA 92101
        800-449-4900
        [email protected]

NEW YORK, March 06, 2026 (GLOBE NEWSWIRE) — AMC Networks Inc. (“AMC Networks” or the “Company”) (Nasdaq: AMCX) today announced the early participation and consent results in connection with its previously announced (i) exchange offer (the “Exchange Offer”) to Eligible Holders (as defined below) to exchange any and all of its outstanding 10.25% Senior Secured Notes due 2029 (the “Old Notes”) for its newly-issued 10.50% Senior Secured Notes due 2032 (the “New Notes”), and (ii) the solicitation of consents (the “Consent Solicitation”) from holders of the Old Notes with respect to the amendment (the “Proposed Amendment”) to the indenture governing the Old Notes (the “Old Notes Indenture”) described below, on the terms and subject to the conditions set forth in a Confidential Offering Memorandum and Consent Solicitation Statement, dated as of February 23, 2026 (the “Offering Memorandum”). Capitalized terms not defined herein shall have the respective meanings ascribed to them in the Offering Memorandum.

The Company has been advised that as of 5:00 p.m., New York City time, on March 6, 2026 (the “Early Tender Time”), approximately $830.6 million aggregate principal amount of outstanding Old Notes, representing approximately 95% of the outstanding Old Notes (other than Old Notes beneficially owned by the Company or its affiliates), had been validly tendered (and not validly withdrawn) pursuant to the Exchange Offer, and the corresponding Consents from holders of those Old Notes were delivered (and not validly revoked) pursuant to the Consent Solicitation. The Company has also been advised that as of 5:00 p.m., New York City time, on March 6, 2026, holders of approximately $9.9 million aggregate principal amount of outstanding Old Notes delivered (and did not validly revoke) their Consents without tendering Old Notes (the “Consent Only Option”). Consents from holders of at least a majority in aggregate principal amount of outstanding Old Notes (other than Old Notes beneficially owned by the Company or its affiliates) voting as a single class (the “Requisite Notes Consents”) must be delivered and not validly revoked to adopt the Proposed Amendment. Accordingly, as of the Early Tender Time, the Requisite Notes Consents have been delivered.

The Company and the guarantors of the Old Notes expect to enter into a Supplemental Indenture (the “Supplemental Indenture”) to the Old Notes Indenture providing for the Proposed Amendment on March 9, 2026. The Proposed Amendment will amend the covenant that limits restricted payments in order to permit buybacks, purchases, redemptions, retirements or other acquisitions of AMC Networks Inc.’s equity interests in an aggregate amount not to exceed $50,000,000. The Supplemental Indenture will be effective immediately upon execution thereof, but the Proposed Amendment will not be operative until the time when all of the Old Notes that have been validly tendered (and not validly withdrawn) prior to the Early Tender Time have been accepted for exchange in accordance with the terms of the Offering Memorandum. The Company expects settlement of the Old Notes validly tendered (and not validly withdrawn) by the Early Tender Time to occur on March 13, 2026 (“Early Settlement Date”).

Withdrawal rights for the Exchange Offer expired at 5:00 p.m., New York City time, on March 6, 2026, and, accordingly, Old Notes validly tendered in the Exchange Offer may no longer be withdrawn. In addition, the deadline for holders to deliver their Consents pursuant to the Consent Only Option expired at 5:00 p.m., New York City time, on March 6, 2026. Consents delivered in accordance with the Consent Only Option may be validly revoked at any time at or prior to the time and date on which the Supplemental Indenture is executed (the “Consent Time”) and may not be validly revoked at any time after the Consent Time. Holders of Old Notes who validly delivered their Consents pursuant to the Consent Only Option will not receive any consideration for delivering their Consents.

Eligible Holders of the Old Notes who validly tendered (and did not validly withdraw) their Old Notes prior to the Early Tender Time will be entitled to receive the total consideration of $1,065 in aggregate principal amount of New Notes per $1,000 principal amount of Old Notes tendered (the “Total Consideration”), as described in the Offering Memorandum.

Eligible Holders who have not yet tendered or have validly withdrawn their Old Notes have until 5:00 P.M., New York City time, on March 23, 2026, unless extended by the Company (such time and date, as it may be extended, the “Expiration Time”) to tender their Old Notes pursuant to the Exchange Offer. Eligible Holders of the Old Notes who validly tender (and do not validly withdraw) their Old Notes after the Early Tender Time but at or prior to the Expiration Time will be entitled to receive exchange consideration of $1,015 in aggregate principal amount of New Notes per $1,000 principal amount of Old Notes tendered (the “Exchange Consideration”), as described in the Offering Memorandum. Such exchanges will be settled promptly by the Company after the Expiration Time, which is expected to occur on March 25, 2026 (the “Final Settlement Date”), assuming the conditions to the Exchange Offer have either been satisfied or waived by the Company at or prior to the Expiration Time.

In addition, the aggregate Total Consideration or aggregate Exchange Consideration, as applicable, will be reduced by an amount equal to the result of (x) the aggregate amount of accrued and unpaid interest due on the New Notes to be issued to Eligible Holders from and including the last interest payment date for the Original 2032 Notes (as defined below) to but not including the applicable Settlement Date (the “New Notes Accrued Interest”) less (y) the aggregate amount of accrued and unpaid interest due on the Old Notes validly tendered and accepted by us from and including the last interest payment date for such Old Notes to but not including the applicable Settlement Date (the “Old Notes Accrued Interest” and the difference between the New Notes Accrued Interest and the Old Notes Accrued Interest, the “Net Interest Deduction”). No accrued interest will be paid on Old Notes that are tendered and accepted.

Holders who validly tender their Old Notes after the Early Tender Time will be deemed to consent to the Amendment, and holders may not deliver Consents to the Amendment without validly tendering their Old Notes in the Exchange Offer.

The New Notes will be a further issuance of, and will be in addition to, the 10.50% Senior Secured Notes due 2032 (the “Original 2032 Notes”) that the Company issued on July 3, 2025 in the aggregate principal amount of $400 million. The New Notes will be fungible with the Original 2032 Notes and trade under the same CUSIP numbers as the Original 2032 Notes (except that New Notes issued pursuant to Regulation S will trade separately under a different CUSIP number until at least 40 days after the closing date and thereafter, subject to the terms of the Indenture and the applicable procedures of the depositary).

The Exchange Offer and Consent Solicitation, including the Company’s acceptance of validly tendered Old Notes and payment of the applicable consideration, is conditioned on the satisfaction or waiver of certain conditions, as described in the Offering Memorandum. The Company may terminate, withdraw, amend or extend the Exchange Offer and/or Consent Solicitation in its sole discretion, subject to certain exceptions.

The Exchange Offer is being made, and the New Notes are being offered and issued, only to holders of Old Notes who are reasonably believed to be (i) “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or (ii) not U.S. persons (as defined in Regulation S under the Securities Act) or purchasing for the account or benefit of U.S. persons, other than a distributor, and are purchasing the New Notes in an offshore transaction in accordance with Regulation S. The holders of Old Notes who are eligible to participate in the Exchange Offer pursuant to the foregoing conditions are referred to as “Eligible Holders.” Only Eligible Holders are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offer and Consent Solicitation.

J.P. Morgan Securities LLC is acting as lead dealer manager and solicitation agent and Citigroup Global Markets Inc., Fifth Third Securities, Inc., Morgan Stanley & Co. LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc. are acting as co-dealer managers and solicitation agents.

The Offering Memorandum will be distributed only to holders of Old Notes that complete and return a letter of eligibility confirming that they are Eligible Holders. Copies of the eligibility letter are available to holders through the information and exchange agent for the Exchange Offer and Consent Solicitation, D.F. King & Co. Inc., at (800) 967-7510 (U.S. toll-free) or (646) 989-1649 (Banks and Brokers) or [email protected].

The Exchange Offer and Consent Solicitation is made only by, and pursuant to the terms of, the Offering Memorandum, and the information in this news release is qualified by reference thereto.

This press release shall not constitute an offer to sell or the solicitation of an offer to exchange or purchase the New Notes, nor shall there be any offer or exchange of New Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. In addition, this press release is neither an offer to exchange or purchase nor a solicitation of an offer to sell any Old Notes in the Exchange Offer or a solicitation of consents to the Amendment, and this press release does not constitute a notice of redemption with respect to any securities.

The New Notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Accordingly, the New Notes are being offered for exchange only to persons reasonably believed to be (i) “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) or (ii) not U.S. persons (as defined in Regulation S under the Securities Act) or purchasing for the account or benefit of U.S. persons, other than a distributor, and are purchasing the New Notes in an offshore transaction in accordance with Regulation S.

About AMC Networks

AMC Networks (Nasdaq: AMCX) is home to many of the greatest stories and characters in TV and film and the premier destination for passionate and engaged fan communities around the world. The Company creates and curates celebrated series and films across distinct brands and makes them available to audiences everywhere. Its portfolio includes targeted streaming services AMC+, Acorn TV, Shudder, Sundance Now, ALLBLK, HIDIVE and All Reality; cable networks AMC, BBC AMERICA (which includes U.S. distribution and sales responsibilities for BBC News), IFC, SundanceTV and We TV; and film distribution labels Independent Film Company and RLJE Films. The Company also operates AMC Studios, its in-house studio, production and distribution operation behind acclaimed and fan-favorite original franchises including The Walking Dead Universe and the Anne Rice Immortal Universe; and AMC Networks International, its international programming business.

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995,
including statements concerning the timing, terms and completion of the Exchange Offer and Consent Solicitation
. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

Contacts

Investor Relations Nicholas Seibert [email protected]

Corporate Communications Georgia Juvelis [email protected]

NEW YORK, March 06, 2026 (GLOBE NEWSWIRE) —  AMC Networks Inc. (“AMC Networks” or the “Company”) (Nasdaq: AMCX) announced today the expiration and results of the previously announced and extended consent solicitation (the “Consent Solicitation”) soliciting consents (“Consents”) from the holders of its existing 10.50% Senior Secured Notes due 2032 (the “Notes”) to amend the indenture governing the Notes to (1) amend the covenant that limits restricted payments in order to permit buybacks, purchases, redemptions, retirements or other acquisitions of AMC Networks Inc.’s equity interests in an aggregate amount not to exceed $50,000,000; (2) revise the covenant that limits transfers or licenses of certain trademarks to unrestricted subsidiaries to only permit transfers of non-exclusive licenses; and (3) restrict investments in unrestricted subsidiaries made pursuant to the definition of “Permitted Investments” to certain specified clauses in such definition (the “Amendments”).

The Consent Solicitation expired at 5:00 p.m., New York City time, on March 6, 2026 (the “Expiration Date”). As of the Expiration Date, the Company has been advised by D.F. King & Co., Inc., the Information, Tabulation and Paying Agent for the Consent Solicitation, that Consents of the holders of approximately 99.8% in aggregate principal amount of the outstanding Notes (other than the Notes beneficially owned by the Company or its affiliates) voting as a single class were validly delivered and not validly revoked.

The Company previously announced the receipt of more than a majority in aggregate principal amount of the outstanding Notes (other than the Notes beneficially owned by the Company or its affiliates) voting as a single class (the “Requisite Consents”) on February 23, 2026. Following receipt of the Requisite Consents, on February 23, 2026, the Company entered into a supplemental indenture to the indenture governing the Notes to give effect to the Amendments, provided that the Amendments will become operative when the Company notifies the trustee for the Notes that the Consent Fee (as defined in the Consent Solicitation Statement) has been paid.

The Company expects to pay the holders of Notes who validly delivered (and did not validly revoke) Consents prior to the Expiration Date, aggregate cash consideration of $2,000,000, or approximately $5.01 per $1,000 principal amount of the Notes, on or about March 10, 2026, subject to the terms and conditions described in the Consent Solicitation Statement.

This press release is not an offer to sell or purchase, or a solicitation of an offer to sell or purchase, any securities and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which, or to any person to whom such an offer, solicitation or sale would be unlawful.

Any inquiries regarding the Consent Solicitation may be directed to D.F. King & Co., Inc., the Information, Tabulation and Paying Agent for the Consent Solicitation, at [email protected] or (646) 989-1649 (collect) or (800) 967-7510 (toll free), or to J.P. Morgan Securities LLC, the Solicitation Agent for the Consent Solicitation, at (212) 834-3554 (collect) or (866) 834-4666 (toll free).

About AMC Networks

AMC Networks (Nasdaq: AMCX) is home to many of the greatest stories and characters in TV and film and the premier destination for passionate and engaged fan communities around the world. The Company creates and curates celebrated series and films across distinct brands and makes them available to audiences everywhere. Its portfolio includes targeted streaming services AMC+, Acorn TV, Shudder, Sundance Now, ALLBLK, HIDIVE and All Reality; cable networks AMC, BBC AMERICA (which includes U.S. distribution and sales responsibilities for BBC News), IFC, SundanceTV and We TV; and film distribution labels Independent Film Company and RLJE Films. The Company also operates AMC Studios, its in-house studio, production and distribution operation behind acclaimed and fan-favorite original franchises including The Walking Dead Universe and the Anne Rice Immortal Universe; and AMC Networks International, its international programming business.

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning the timing, terms and completion of the Consent Solicitation. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

Contacts

Investor Relations	Corporate Communications
Nicholas Seibert	Georgia Juvelis
[email protected]	[email protected]

OCALA, Fla., March 06, 2026 (GLOBE NEWSWIRE) — AIM ImmunoTech Inc. (NYSE American: AIM) – AIM ImmunoTech Inc. (“AIM” or the “Company”), an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer – a lethal and unmet global health problem – announced today the closing of its previously announced rights offering (the “Rights Offering”). The Rights Offering resulted in total subscriptions of approximately $1.8 million.

Each right entitled the holder to purchase one unit (“Unit”), at a subscription price of $1,000 per Unit, consisting of one share of the Company’s Series G Convertible Preferred Stock (the “Preferred Stock”), and 2,000 Class G Common Stock Purchase Warrants to purchase the Company’s Common Stock (the “Warrants”).

Maxim Group LLC acted as dealer-manager for the Rights Offering.

The Company’s registration statement on Form S-1 (Registration No. 333-292085) was declared effective by the Securities and Exchange Commission (“SEC”) on February 10, 2026, as modified by the prospectus supplement filed with the SEC on February 27, 2026. The prospectus relating to and describing the terms of the Rights Offering has been filed with the SEC as a part of the registration statement and is available on the SEC’s website at https://www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About AIM ImmunoTech

AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer, a lethal and unmet global health problem. Ampligen is a dsRNA and highly selective TLR3 agonist immuno-modulator that has shown broad-spectrum activity in clinical trials.

Forward Looking Statements

Some of the statements included in this press release may be forward-looking statements that involve a number of risks and uncertainties. Among other things, for those statements, the Company claims the protection of safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements set forth in the press release speak only as of the date of the press release. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof. The Company is in various stages of seeking to determine whether Ampligen® will be effective in the treatment of multiple types of viral diseases, cancers, and immune-deficiency disorders and disclosures in the Company’s reports filed with the SEC on its website and in its press releases set forth its current and anticipated future activities. These activities are subject to change for a number of reasons. Significant additional testing and trials will be required to determine whether Ampligen® will be effective in the treatment of these conditions. Results obtained in animal models do not necessarily predict results in humans. Human clinical trials will be necessary to prove whether or not Ampligen® will be efficacious in humans. No assurance can be given as to whether current or planned clinical trials will be successful or yield favorable data and the trials are subject to many factors including lack of regulatory approval(s), lack of study drug, or a change in priorities at the institutions sponsoring other trials. Even if these clinical trials are initiated, the Company cannot assure that the clinical studies will be successful or yield any useful data or require additional funding. Among the studies are clinical trials that provide only preliminary data with a small number of subjects, and no assurance can be given that the findings in these studies will prove true or that the study or studies will yield favorable results. No assurance can be given that future studies will not result in findings that are different from those reported in the studies referenced in the Company’s reports filed with the SEC, on the Company’s website and in its press releases. Operating in foreign countries carries with it a number of risks, including potential difficulties in enforcing intellectual property rights. The Company cannot assure that its potential foreign operations will not be adversely affected by these risks.

Please review the “Risk Factors” section in the Company’s latest annual report on Form 10-K and subsequent quarterly reports on Form 10-Q and the registration statement. Its filings are available at www.aimimmuno.com. The information found on the Company’s website is not incorporated by reference herein and is included for reference purposes only.

IR Contact:

JTC Team, LLC
Jenene Thomas
908.824.0775
[email protected]

Each Lisata stockholder to receive $5.00 per share in cash payable at closing plus one contingent value right for a potential additional cash payment of $1.00 per share

Board of directors unanimously approved the transaction and recommends that stockholders tender their shares

Transaction expected to close in the second quarter of 2026

BASKING RIDGE, N.J., March 06, 2026 (GLOBE NEWSWIRE) — Lisata Therapeutics, Inc. (Nasdaq: LSTA) (“Lisata” or the “Company”), a clinical-stage pharmaceutical company developing innovative therapies for the treatment of advanced solid tumors and other serious diseases, today announced that it has entered into a definitive agreement to be acquired by Kuva Labs Inc. (”Kuva”), a privately-held company.

Details of the Transaction

Under the terms of the merger agreement, Kuva will commence a tender offer to acquire all the issued and outstanding shares of common stock of the Company for $5.00 per share in cash payable at closing plus one contingent value right (“CVR”) per share (the “Transaction”). The CVR entitles the holders of record to receive an additional cash payment of $1.00 per share if a New Drug Application or similar registration is filed or formally accepted for review by the FDA or any governmental authority in any jurisdiction with respect to any pharmaceutical product that contains or incorporates the product candidate referred to as of the date of the merger agreement as certepetide for any indication or patient population prior to the earlier of (a) 11:59 p.m. New York City Time on the seventh (7th) anniversary of the closing date, and (b) termination of the CVR agreement. Should the relevant milestone not be met, then no additional consideration will be payable to the holders of the CVRs in relation to such milestone.

The Transaction is subject to customary offer conditions contained in the merger agreement that will be filed with the SEC, including the tender of a majority of the outstanding shares of the Company’s capital stock. The merger agreement does not include a financing condition. The Transaction is expected to close in the second quarter of 2026, subject to satisfaction of the offer conditions. If the tender offer closes, then Kuva would acquire the untendered shares and convertible securities of the Company through a second-step merger for the same consideration.

Following completion of the Transaction, Lisata will become part of Kuva, a privately-held company, and its common stock will be delisted from the Nasdaq Capital Market. Lisata will also apply to deregister its common stock and cease to be a reporting company under the United States Securities Exchange Act of 1934, as amended.

Board of Directors Recommendation

Following a comprehensive strategic review and thorough evaluation conducted with the assistance of its independent legal and financial advisors, the Lisata board of directors has unanimously determined that the definitive agreement and the transactions contemplated thereby are advisable, fair to, and in the best interests of Lisata and its stockholders. The board of directors has duly authorized and approved the execution and delivery of the merger agreement and unanimously recommends that all stockholders accept the offer and tender their shares.

Advisors

Mintz, Levin, Cohn, Ferris, Glovsky & Popeo, P.C. is serving as legal counsel to Lisata and H.C. Wainwright & Co. acted as financial advisor to Lisata. Goodwin Procter LLP is acting as legal counsel to Kuva.

About Lisata Therapeutics

Lisata Therapeutics is a clinical-stage pharmaceutical company dedicated to the discovery, development and commercialization of innovative therapies for the treatment of advanced solid tumors and other major diseases. Lisata’s cyclic peptide product candidate, certepetide, is an investigational drug designed to activate a novel uptake pathway that allows co-administered or tethered anti-cancer drugs to selectively target and penetrate solid tumors more effectively. Lisata has already established noteworthy commercial and R&D partnerships based on its CendR Platform^® technology. For a comprehensive overview of certepetide’s mechanism of action, please view our informative short film. For more information on the Company and to access the short film, please visit www.lisata.com.

About Kuva Labs

Kuva Labs is a preclinical bioscience company developing the proprietary NanoMark™ direct MR imaging platform. Kuva was founded in 2019, after its founders experienced tragic losses in cancer cases which could have been prevented with better tools. Kuva is seeking to transform the way cancer is seen and ultimately treated. This technology enables the selective and unambiguous imaging of solid tumors with the highest contrast and spatial resolution without the use of ionizing radiation. This information speeds both accurate diagnosis and treatment – delivering better and quicker clinical intervention and better overall outcomes. For more information, please visit www.kuvalabs.com.

Additional Information and Where to Find It

The tender offer referred to in this document has not yet commenced. This document is for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell shares, nor is it a substitute for the tender offer materials that Kuva and Kuva Acquisition Corp., a wholly owned subsidiary of Kuva (“Purchaser”) will file with the SEC upon commencement of the tender offer. At the time the tender offer is commenced, Kuva and Purchaser will cause to be filed a tender offer statement on Schedule TO with the SEC, and Lisata will file a solicitation/recommendation statement on Schedule 14D-9 with respect to the tender offer.

THE TENDER OFFER MATERIALS (INCLUDING AN OFFER TO PURCHASE, A RELATED LETTER OF TRANSMITTAL AND CERTAIN OTHER OFFER DOCUMENTS) AND THE SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED ACQUISITION AND THE PARTIES THERETO. INVESTORS AND STOCKHOLDERS OF LISATA ARE URGED TO READ THESE DOCUMENTS CAREFULLY WHEN THEY BECOME AVAILABLE (AND EACH AS IT MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME) BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT INVESTORS AND STOCKHOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING THEIR SHARES OF COMMON STOCK IN THE OFFER.

Both the tender offer statement and the solicitation/recommendation statement will be mailed to Lisata’s stockholders free of charge. A free copy of the tender offer statement and the solicitation/recommendation statement will also be made available to all stockholders of Lisata by accessing https://ir.lisata.com or by contacting Investor Relations at 908-842-0084. In addition, the tender offer statement and the solicitation/recommendation statement (and all other documents filed with the SEC) will be available at no charge on the SEC’s website: www.sec.gov, upon filing with the SEC.

LISATA’S STOCKHOLDERS ARE ADVISED TO READ THE SCHEDULE TO AND THE SCHEDULE 14D-9, AS EACH MAY BE AMENDED OR SUPPLEMENTED FROM TIME TO TIME, AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BEFORE THEY MAKE ANY DECISION WITH RESPECT TO THE TENDER OFFER, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES THERETO.

Cautionary Note Regarding Forward-Looking Statements

This document includes forward-looking statements that are subject to risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, statements regarding the proposed acquisition of Lisata by Kuva, the expected timetable for completing the transaction, and Lisata’s future financial or operating performance. These forward-looking statements typically can be identified by words such as “believe,” “expect,” “estimate,” “predict,” “target,” “potential,” “likely,” “continue,” “ongoing,” “could,” “should,” “intend,” “may,” “might,” “plan,” “seek,” “anticipate,” “project” and similar expressions, as well as variations or negatives of these words. Forward-looking statements include, without limitation, statements regarding the proposed acquisition of Lisata by Kuva, similar transactions, prospective performance, future plans, events, expectations, objectives, opportunities, and the outlook for Lisata; the expected timing of the completion of the transaction; the ability to complete the transaction considering the various closing conditions; and the accuracy of any assumptions underlying any of the foregoing. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties; accordingly, investors are cautioned not to place undue reliance on forward-looking statements. Actual results may differ materially due to several factors. Factors that could cause future results to differ materially include: risks associated with the timing of the closing of the proposed transaction, including the risks that a condition to closing would not be satisfied within the expected timeframe or at all or that the closing of the proposed transaction will not occur; uncertainties as to how many of Lisata’s stockholders will tender their shares in the offer; the possibility that competing offers will be made; the occurrence of any event, change, or other circumstance that could give rise to the termination of the Merger Agreement, including circumstances requiring the Company to pay a termination fee pursuant to the Merger Agreement; the outcome of any legal proceedings that may be instituted against the parties and others related to the Merger Agreement; unanticipated difficulties or expenditures relating to the proposed transaction; the response of business partners to the announcement of the proposed transaction, and/or potential difficulties in employee retention as a result of the announcement and pendency of the proposed transaction; the possibility that the milestone payment related to the CVR will never be achieved and that no milestone payment may be made; the risk that any equityholder litigation in connection with the proposed transactions may result in significant costs of defense, indemnification and liability; Lisata’s ability to successfully demonstrate the efficacy and safety of its product candidates, and the preclinical or clinical results for its product candidates, which may not support further development of such product candidates; comments, feedback and actions of regulatory agencies; Lisata’s dependence on the successful clinical development, regulatory approval and commercialization of its product candidates; the inherent uncertainties associated with developing new products or technologies and operating as clinical stage company; the Company’s cash sufficiency and runway; and other risks identified in Lisata’s SEC filings, including Lisata’s Annual Report on Form 10-K for the year ended December 31, 2024, Quarterly Reports for the quarters ended March 31, 2025, June 30, 2025 and September 30, 2025 and subsequent filings with the SEC. Lisata cautions you not to place undue reliance on any forward-looking statements, which speak only as of the date they are made. The forward-looking statements in this document speak only as of the date of this document. Lisata undertakes no obligation to update any forward-looking statement, whether as a result of new information, future developments, or otherwise, except as may be required by applicable law.

Contact:

Media and Investors:
Lisata Therapeutics
John Menditto
Vice President, Investor Relations and Corporate Communications
Phone: 908-842-0084
Email: [email protected]

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