aibioApimeds Pharmaceuticals US files NT 10-Q, says quarterly report for March 31, 2026 will be late
Tickers APUS
Apimeds (APUS) says it needs more time to finalize financial statements for the quarter ended March 31, 2026 and expects to file within a five-calendar-day extension. Its latest 10-K carries a going concern paragraph.
Key facts
- Company
- Apimeds Pharmaceuticals US, Inc. (AMEX: APUS)
- News type
- Distress
- Primary source
- Apimeds Pharmaceuticals US, Inc. Form NT 10-Q filed May 15, 2026 (SEC EDGAR)
Apimeds Pharmaceuticals US, Inc. (APUS) told the SEC on May 15, 2026 that it cannot file its quarterly report on time. In a Form NT 10-Q, also called a notification of late filing, the company said it needs more time to finish the financial statements for the quarter ended March 31, 2026. It expects to file the late Form 10-Q within a five-calendar-day extension.
Why the 10-Q is late
The notice is filed under Rule 12b-25 of the Securities Exchange Act of 1934. Apimeds checked the box stating that its quarterly report will be filed on or before the fifth calendar day following the prescribed due date.
The notice gives no further explanation. Apimeds answered yes when asked whether all other periodic reports due in the previous 12 months had been filed. It answered no when asked whether it anticipates a significant change in results of operations from the same period a year earlier. Erick Frim, Chief Financial Officer, is the contact and signed the form.
The going concern warning
Apimeds filed its annual report on Form 10-K on May 4, 2026. The independent auditor's report, from Kreit & Chiu CPA LLP, includes an explanatory paragraph on going concern. It says recurring losses from operations and negative cash flows from operations raise substantial doubt about the company's ability to continue as a going concern.
The 10-K puts numbers behind that paragraph. Net loss was $6.0 million for 2025, against $1.4 million for 2024. Net cash used in operating activities was $8.9 million for 2025, compared with $0.7 million for 2024. At December 31, 2025, the company had cash and cash equivalents of $1.6 million and restricted cash of $8.0 million, of which $8 million sits in a deposit account control agreement account. The company generated no revenue from its biopharmaceutical operations in 2025 or 2024.
A pharma company that became a bitcoin holder
Apimeds describes itself as a clinical stage company developing Apitox, an intradermally administered bee venom toxin aimed at knee osteoarthritis and, to a lesser extent, multiple sclerosis. The 10-K says Apitox has not been approved by the FDA for any indication. Research and development expense was $1.6 million in 2025.
On December 1, 2025, the company completed a merger with MindWave Innovations Inc., which operates the MindWaveDAO blockchain ecosystem. MindWave holders received 7,477,017 shares of Series A Convertible Preferred Stock with an aggregate fair value of approximately $145.4 million, and the 10-K says they would hold 90.9% of the company's equity on an as-converted, fully diluted basis. The assets acquired included digital assets with an aggregate fair value of approximately $146.3 million: BTC ($90.8 million), USDT ($4.7 million) and NILA Tokens ($50.8 million). The balance sheet shows digital assets at fair value of $149,885,371 against total assets of $164,183,736, so most of the company's value is crypto.
Financing, a forbearance and a settlement
Also on December 1, 2025, the company agreed to issue senior secured convertible notes of up to $129 million in tranches at its election. On December 8, 2025 it issued a first note with a principal amount of $10.9 million for gross proceeds of $10 million. The 10-K says management's main plan for near-term liquidity is executing additional tranches.
The 10-K also discloses trouble with that note. On April 30, 2026, the company signed a Forbearance Agreement with Alto Opportunity Master Fund, SPC, Segregated Master Portfolio B, which holds a senior convertible note with an original principal amount of $11,000,000. The investor agreed not to exercise its rights or remedies over certain existing events of default through June 30, 2026, or a later date the investor elects.
On April 24, 2026, the company, MindWave and Lokahi Therapeutics settled all disputes arising from the merger agreement with Inscobee Inc. and its South Korean subsidiary Apimeds Inc. under a confidential settlement and release, together with a side letter on merger unwind conditions.