New Risk • Aug 20
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of American stocks, typically moving 9.6% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risks Negative equity (-US$2.8m). Revenue is less than US$1m. Minor Risks Less than 3 years of financial data is available. Share price has been volatile over the past 3 months (9.6% average weekly change). Market cap is less than US$100m (US$16.9m market cap). Announcement • May 17
TradeUP Acquisition Corp. announced delayed 10-Q filing On 05/16/2023, TradeUP Acquisition Corp. announced that they will be unable to file their next 10-Q by the deadline required by the SEC. Announcement • Oct 04
Estrella Biopharma, Inc. entered into a definitive business combination agreement to acquire TradeUP Acquisition Corp. (NasdaqCM:UPTD) from TradeUP Acquisition Sponsor LLC and others for $32.3 million in a reverse merger transaction. Estrella Biopharma, Inc. entered into a definitive business combination agreement to acquire TradeUP Acquisition Corp. (NasdaqCM:UPTD) from TradeUP Acquisition Sponsor LLC and others for $32.3 million in a reverse merger transaction on September 30, 2022. Pursuant to the agreement, stockholders of Estrella immediately prior to the Effective Time collectively will receive from UPTD, in the aggregate, a number of newly issued shares of common stock of UPTD, equal to: (i) $325 million (the “ Merger Consideration ”), divided by (ii) $10.06 per share. The pro forma equity valuation (assuming no redemptions) of Estrella Immunopharma is expected to be approximately $398.5 million. Upon the closing of the transaction, TradeUP’s public stockholders would retain an ownership interest of approximately 11.1% in Estrella Immunopharma, the sponsors, officers, directors and other holders of TradeUP founder shares will retain an ownership interest of approximately 3.6% of Estrella Immunopharma, and the Estrella stockholders will own approximately 81.6% of Estrella Immunopharma. Upon closing of the transaction, Estrella shall become a publicly listed company and TradeUP will be renamed “Estrella Immunopharma, Inc.” Estrella’s President and Chief Executive Officer, Cheng Liu and the current management team will continue to lead Estrella Immunopharma. Cheng Liu will also continue in his role as President and Chief Executive Officer of Eureka. The board of directors of each of TradeUP and Estrella as well as stockholders of Estrella approved the transaction. The transaction will require the approval of the stockholders of TradeUP, the applicable waiting periods, if any, under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 having expired or terminated, the net tangible assets upon the consummation with the deal no less than $5,000,0001, the deal Consideration Shares having been approved for listing on Nasdaq, an aggregate of at least $20 million cash including (a) the amount of cash available in the Trust Account immediately prior to the Closing, completion of transaction financing prior to or at the closing of at least $20 million by UPTD and is subject to other customary closing conditions including the receipt of certain regulatory approvals. The deal is expected to close in the first half of 2023. Estimated cash proceeds to Estrella Immunopharma from the transaction are expected to consist of TradeUP’s approximately $45.4 million of cash in trust (assuming no redemptions). US Tiger Securities, Inc. has acted as financial advisor to TradeUP. Arila Zhou and Anna Jinhua Wang of Robinson & Cole LLP acted as legal advisor to TradeUP. Mike Blankenship, James Brown and Louis Savage of Winston & Strawn LLP acted as legal advisor to Estrella. 
