Monitor progress on Nasdaq listing application, SEC effectiveness of S-4, and FINRA approval of reverse split. The September 30, 2026 outside closing date is a key catalyst. A failure to meet conditions could result in deal termination with a $250,000 fee. Success would transform NIMU into a public space infrastructure company with $125M in gross proceeds.
Price Chart
Executive Summary
Non-Invasive Monitoring Systems (NIMU) filed an amendment to its S-4 registration statement for a reverse merger with Gravitics, a private space infrastructure company. Upon closing, Gravitics stockholders will own 95.5% of the combined entity, NIMU stockholders will be diluted to 4.5%, and the combined company plans a $125M public offering and Nasdaq listing under GVTX. The merger is contingent on several conditions including Nasdaq approval and successful completion of the offering.
Key Facts
- Gravitics stockholders will receive 35,000,000 shares (post-1:150 reverse split) representing 95.5% of combined company; NIMU stockholders retain 4.5%
- Combined company intends to raise up to $125M in a public offering concurrent with closing
- Reverse stock split of NIMU common stock at 1:150 ratio approved by board on July 13, 2026
- Closing conditioned on Nasdaq listing approval, SEC effectiveness, FINRA approval, and debt conversion/repayment
- Gravitics had zero revenue and $19.3M net loss in Q1 2026; pro forma combined net loss was $6.9M in Q1 2026
- Pro forma combined cash and cash equivalents of $120.7M as of March 31, 2026, including $116.3M from concurrent offering adjustments
Financial Impact
Gravitics stockholders receive 95.5% of combined entity; NIMU stockholders diluted to 4.5%. Combined pro forma net loss of $6.9M in Q1 2026. $125M public offering planned.
Risk Factors
- Merger may not close due to unmet conditions (Nasdaq listing, public offering, stockholder approvals)
- Severe dilution for existing NIMU stockholders (from 100% to 4.5%)
- Gravitics has a limited operating history, going concern doubts, and significant net losses
- Combined company will incur substantial ongoing public company costs
- No third-party fairness opinion was obtained
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-4/A Filing (Primary) | 0001493152-26-034666 |
| Exhibit: ex23-1.htm | 0001493152-26-034666 |
| Exhibit: ex23-2.htm | 0001493152-26-034666 |
| Document: 0001493152-26-034666-index-headers.html | 0001493152-26-034666 |
| Document: 0001493152-26-034666-index.html | 0001493152-26-034666 |
| Document: 0001493152-26-034666.txt | 0001493152-26-034666 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 19, 2026 6d ago | S-1/A | $10.81 | awaiting T+5 | — | $10.81 (+0.00%) |
Oct 19, 2026 6d ago | S-4/A | $10.81 | awaiting T+5 | — | $10.81 (+0.00%) |
Oct 19, 2026 7d ago | 8-K | $10.81 | awaiting T+5 | — | $10.81 (+0.00%) |
Oct 9, 2026 16d ago | S-1/A | $10.81 $10.81 | · 0.00% | ▲ +1.49% | $10.81 (+0.00%) |
Oct 9, 2026 16d ago | S-4/A | $10.81 $10.81 | · 0.00% | ▲ +1.49% | $10.81 (+0.00%) |
Oct 6, 2026 20d ago | S-1/A | $11.50 $10.81 | ▼ −6.00% | ▼ −5.86% | $10.81 (−6.00%) |
Oct 5, 2026 20d ago | S-4/A | $11.50 $10.81 | ▼ −6.00% | ▼ −5.86% | $10.81 (−6.00%) |
Oct 5, 2026 20d ago | 8-K | $11.50 $10.81 | ▼ −6.00% | ▼ −5.86% | $10.81 (−6.00%) |
Oct 2, 2026 23d ago | 8-K | $11.50 $10.81 | ▼ −6.00% | ▼ −6.42% | $10.81 (−6.00%) |
Sep 24, 2026 4w ago | S-4/A | $11.50 $11.50 | · 0.00% | ▲ +0.22% | $10.81 (−6.00%) |
US Market Status
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