Announcement • Sep 22
Murphy Canyon Acquisition Corp., Conduit Merger Sub, Inc and Conduit Pharmaceuticals Limited Approve Board Elections Murphy Canyon Acquisition Corp. announced that at its EGM held on September 20, 2023, the shareholders approved election of Freda Lewis-Hall, David Tapolczay, James Bligh, Faith L. Charles, Chele Chiavacci Farley, Jennifer I. McNealey, and Andrew Regan as directors of New Conduit. The business combination (the Business Combination), as amended and supplemented, including the Agreement and Plan of Merger, dated as of November 8, 2022 and as amended on January 27, 2023 and May 11, 2023 (the Merger Agreement), by and among the company, Conduit Pharmaceuticals Limited (Conduit) and Conduit Merger Sub Inc. (Merger Sub), which, among other things, provides for the merger of Merger Sub with and into Conduit, with Conduit surviving the merger as a wholly-owned subsidiary of the company. Announcement • Nov 10
Conduit Pharmaceuticals Limited entered into a definitive Business Combination Agreement to acquire Murphy Canyon Acquisition Corp. (NasdaqGM:MURF) for $650 million in a reverse merger agreement. Conduit Pharmaceuticals Limited entered into a definitive Business Combination Agreement to acquire Murphy Canyon Acquisition Corp. (NasdaqGM:MURF) for $650 million in a reverse merger agreement on November 8, 2022. Murphy Canyon shall issue and deliver to the shareholders of Conduit an aggregate number of shares of Murphy Canyon’s common stock with an aggregate value equal to $650 million, with each share valued at $10.00 per share. The combined company is anticipated to have an estimated pro forma enterprise valuation of approximately $700.49 million. A private placement transaction shall be conducted by Murphy Canyon contemporaneously with the Business Combination (the “PIPE Financing”), pursuant to which Murphy Canyon has entered into subscription agreements providing for aggregate investments in Murphy Canyon’s securities of $27 million. The PIPE Investment is expected to close in connection with the business combination and is subject to the satisfaction of other customary closing conditions and a NASDAQ listing. After the closing of the Transactions and assuming no redemptions by Murphy’s public stockholders, existing Conduit shareholders will retain 100% of their equity ownership and will own approximately 76.48% of the pro forma combined company. The Company is expected to be renamed Conduit Pharmaceuticals Inc. at the closing of the Business Combination and is anticipated to be listed on NASDAQ under ticker symbol “CDT”. The combined company will continue to operate under the Conduit management team, led by David Tapolczay, Chief Executive Officer, and Freda Lewis-Hall, Chair of the Board of Directors. The Transactions, which have been unanimously approved by the boards of directors of both Conduit and Murphy, are subject to, among other customary closing conditions, approval by the stockholders of Murphy, and the shareholders of Conduit. The transaction is expected to close in the first quarter of 2023. Cash proceeds from the transaction are expected to consist of up to approximately $136.04 million of cash held in Murphy’s trust account and approximately $27 million attributable to a private investment anchored by new and existing investors of Conduit. A.G.P./Alliance Global Partners is serving as exclusive financial advisor to Conduit and Murphy. Thompson Hine LLP is serving as legal advisor to Conduit and Sichenzia Ross Ference LLP is serving as legal advisor to Murphy. Announcement • Nov 09
Murphy Canyon Acquisition Corp. announced that it expects to receive $27 million in funding Murphy Canyon Acquisition Corp. announced that it has entered into subscription agreement for a private placement of $27,000,000 on November 8, 2022. 
