Shuttle Pharmaceuticals lowered the mining-rig threshold for a Merger milestone event from 2,000 to 500, while leaving the maximum number of pre-funded warrants and other merger terms unchanged. The change matters to investors because satisfying the milestone remains tied to potential Warrant issuance, while parallel amendments still require approval from other parties.
Key Highlights
- The revised milestone definition applies to the merger agreement with United Dogecoin.
- Shuttle Pharmaceuticals is seeking matching amendments from accredited investors and parties to a second agreement.
- Shuttle Pharmaceuticals reduced the mining-rig threshold for a merger milestone event from 2,000 rigs to 500 rigs.
- The amendment was agreed on August 31, 2026, by Shuttle Pharmaceuticals and Wholly Owned Subsidiary United Dogecoin Inc.
Shuttle Pharmaceuticals Holdings, Inc. (NASDAQ: SHPH) reduced the mining-rig threshold tied to a merger milestone event from 2,000 to 500.
Merger Milestone Threshold Falls to 500 Rigs
The amendment was agreed on August 31, 2026, by Shuttle Pharmaceuticals and United Dogecoin Inc. which became a wholly owned subsidiary after the merger transaction closed on May 6, 2026. The underlying merger agreement was dated April 30, 2026. The revised definition changes only the mining-rig requirement in the milestone event. The amendment changes the definition in Section 3.07b by replacing 2,000 with 500.
Parallel Amendments Require Party Approval
Shuttle Pharmaceuticals is seeking corresponding changes to the milestone definition in its Securities Purchase Agreement with accredited investors. That agreement covered the issuance of Series B-2 convertible preferred stock with a Par Value of $0.00001 per share and common stock purchase warrants. The company is also seeking a matching amendment to its Second Amendment to an Asset Purchase Agreement. The parties include 1,563,868 B.C. Ltd. 1,542,770 BC Ltd. and ZhiTian (Andy) Zhang. The company identified the timing and success of those efforts as factors that could affect the outcome of its forward-looking statements.
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