With valuations confirmed by the board, MIRA advances strategic acquisition targeting obesity and nicotine dependence, which includes a $5 million contribution in cash or assets from SKNY to be transferred at closing.

MIAMI, FLORIDA / ACCESS Newswire / May 8, 2025 / MIRA Pharmaceuticals, Inc. (Nasdaq:MIRA) ("MIRA" or the "Company"), a clinical-stage pharmaceutical company developing novel therapeutics for neurologic, neuropsychiatric, and metabolic disorders, today announced that its Board of Directors has approved the planned acquisition of SKNY Pharmaceuticals, Inc. (the "Merger"), following the completion of independent valuation reports on both companies. The Merger remains subject to MIRA and SKNY's shareholder approval.

A third-party analysis conducted by Moore Financial Consulting ("Moore") assigned SKNY Pharmaceuticals an enterprise value of approximately $30.5 million, based on a risk-adjusted net present value (rNPV) of its lead compound, SKNY-1. MIRA was separately valued by Moore at $30 million, further validating the strength and synergy of the combined pipeline. As outlined in the previously announced binding letter of intent for the merger between MIRA and SKNY-1, upon the closing, SKNY must hold at least $5 million in cash or other assets, to be transferred at closing, and the Company is preparing a filing with the U.S. Securities and Exchange Commission to seek shareholder approval.

As MIRA advances this merger, the combined enterprise value (based on Moore's valuations) of over $60 million represents a strong platform for expansion into high-value therapeutic markets. According to MIRA CEO Erez Aminov, the acquisition "brings together two pipelines, two market opportunities, and one unified strategy, developing targeted, first-in-class therapies for urgent public health needs."

Targeting Major Markets with a Differentiated Mechanism

SKNY-1 is being developed as a next-generation oral therapeutic designed to modulate CB1 and CB2 cannabinoid receptors, as well as monoamine oxidase B (MAO-B)-an enzyme involved in dopamine metabolism and addiction regulation. This multi-target mechanism is being evaluated for its potential to address both metabolic dysfunction and nicotine dependence, providing a differentiated therapeutic alternative in two of the most urgent health markets globally.

• The global weight loss drug market is projected to surpass $150 billion by 2030, driven by growing demand for safer and more tolerable alternatives to GLP-1-based injectables (Source: Reuters).

• The U.S. smoking cessation market is projected to grow from $28.11 billion in 2024 to $50.90 billion by 2030, at a CAGR of 10.4% (Source: Grand View Research).

These are large, underserved markets with limited innovation, and MIRA's leadership believes the addition of SKNY-1 to the Company's pipeline enhances its ability to compete in both.

Dr. Itzchak Angel, Chief Scientific Advisor at MIRA, noted that SKNY-1's pharmacological profile, particularly its combined activity on both MAO-B and cannabinoid receptors, makes it a unique and promising candidate for craving, addiction and metabolic conditions with a sound neurochemical basis. "From a scientific perspective, this is a rationally designed molecule that addresses the biological complexity of both obesity and addiction," said Dr. Angel. "The early data are promising, and I'm looking forward to advancing its development."

Strategic Value for the Future

With both companies independently valued by Moore at approximately $30 million, MIRA believes this transaction creates a platform with scale, differentiated science, and a pipeline built to target urgent unmet needs. The Company views this merger as a foundation for long-term growth and innovation.

Additional information about MIRA Pharmaceuticals is available at www.mirapharmaceuticals.com.

Cautionary Note Regarding Forward-Looking Statements

This press release and the statements of MIRA's management related thereto contain "forward-looking statements," which are statements other than historical facts made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by words such as "aims," "anticipates," "believes," "could," "estimates," "expects," "forecasts," "goal," "intends," "may," "plans," "possible," "potential," "seeks," "will," and variations of these words or similar expressions that are intended to identify forward-looking statements. Any statements in this press release that are not historical facts may be deemed forward-looking. Any forward-looking statements in this press release are based on MIRA's current expectations, estimates, and projections only as of the date of this release and are subject to a number of risks and uncertainties (many of which are beyond MIRA's control) that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements, including related to MIRA's potential merger with SKNY Pharmaceuticals, Inc. These and other risks concerning MIRA's programs and operations are described in additional detail in the Annual Report on Form 10-K for the year ended December 31, 2024, and other SEC filings, which are on file with the SEC at www.sec.gov and MIRA's website at https://www.mirapharmaceuticals.com/investors/sec-filings. MIRA explicitly disclaims any obligation to update any forward-looking statements except to the extent required by law.

Contact Information

Helga Moya
info@mirapharma.com
(786) 432-9792

SOURCE: MIRA Pharmaceuticals