Apnimed, Inc.

launch of Oxnimbi, if approved by the FDA, including an upsized initial public offering for gross proceeds of $220.8 million and a senior secured credit facility for up to $150 million with funds managed by HealthCare Royalty Partners.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

The net increase is primarily related to a $57.1 million gain on reversal of deposit liability, an $85.4 million gain on sale of equity method investment, a $0.6 million increase in interest income, and a change in other income of $0.1 million due to the change in fair value of the contingent asset, offset by a $2.9 million combined change in fair value of long-term debt, revenue interest liability, and the convertible notes, and an increase in other expense related to $2.9 million of long-term debt and revenue interest liability issuance costs.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

Liquidity Since inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, and raising capital and has financed operations primarily through private equity and debt financings and the Right of First Negotiation Agreement (the ROFN Agreement , see Note 8) entered into with Shionogi & Co.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

Deferred Transaction Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process debt and equity financings as deferred transaction costs until such financings are consummated.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

After consummation of a debt financing, these costs are presented as a direct deduction from the carrying amount of the related debt liability in the unaudited condensed consolidated balance sheet and are amortized into interest expense over the contractual term of the underlying debt using the effective interest method.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

Fair Value Option The Company accounted for certain freestanding instruments identified in the Credit Agreement that were debt host financial instruments under the fair value election of Accounting Standards Codification ("ASC") 825, Financial Instruments .

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

“This was a highly productive quarter for Apnimed as we continued to execute against our strategy, highlighted by the FDA’s acceptance of our NDA for AD109 (proposed proprietary name Oxnimbi), with a PDUFA target action date of February 28, 2027,” said Kevin Lind, Chief Executive Officer of Apnimed.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

• Completed the strategic monetization of the Company’s interest in Shionogi-Apnimed Sleep Science, generating $100 million in upfront proceeds, with the potential for additional milestone and royalty payments, while allowing the Company to further focus its resources on Oxnimbi.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

The net increase   was   primarily related to increases of $3.0   million in   legal services   incurred related to business consulting and contract negotiations, and increased salary expense due to increased   headcount, $4.0 million   in infrastructure to prepare us, the market, and our brand for the expected launch of   Oxnimbi, if approved, including key areas such as education on the unmet needs in OSA, pricing strategy, forecast estimates, market access planning, product positioning and stakeholder messaging, and $0.3 million in stock-based compensation related to increased headcount.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

Even if we are able to commercialize Oxnimbi, it may become subject to unfavorable pricing regulations, third party reimbursement practices or healthcare reform initiatives, which would harm our business.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

We have engaged in a strategic disposition and our business may suffer if we fail to realize the anticipated benefits from such disposition.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

We may, in some cases, use terms such as predicts, forecasts, believes, potential, proposed, continue, estimates, anticipates, expects, plans, intends, may, could, might, should or other words that convey uncertainty of future events or outcomes to identify these forward-looking statements.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

Forward-looking statements are based on our current expectations, estimates and projections only as of the date of this release and are subject to inherent uncertainties, risks and assumptions that are difficult to predict.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

These and other risks and uncertainties concerning our business and operations are described more fully in the sections titled “Risk Factors” of the final prospectus related to the offering filed with the U.

SEC original ↗Apnimed, Inc. — Earnings release (8-K exhibit)EX-99Sep 8, 2026

Legal Proceedings 45 Item 1A.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026

These forward-looking statements speak only as of the date of this Quarterly Report and are subject to a number of risks, uncertainties and assumptions described under the sections titled Risk Factors and Management s Discussion and Analysis of Financial Condition and Results of Operations and elsewhere in this Quarterly Report.

SEC original ↗Apnimed, Inc. — 10-Q Quarterly report10-QSep 8, 2026