# Ensysce Biosciences, Inc. (ENSCW) — merger/scheme_of_arrangement [announced]
Source: sec.gov · situation sit_21262e8a6043f0e5f602 · public 7701819281384915792 · retrieved 2026-08-20T14:07:36.880Z

## Overview
Ensysce Biosciences, Inc. is a pharmaceutical company developing abuse-deterrent opioid formulations and other controlled-release drug products.

On August 5, 2026, Ensysce Biosciences, Inc. entered into an Agreement and Plan of Merger with Cy Biopharma, Inc., providing for a two-step merger structure. In connection with the merger, Bob Gene Gower (Chairman and a significant shareholder) executed a support agreement obligating him to vote all his shares in favor of stockholder proposals, including approval of the conversion of Series C Non-Voting Convertible Preferred Stock into Common Stock and any necessary amendments to the certificate of incorporation to authorize sufficient shares for such conversion and to effectuate a reverse stock split for Nasdaq compliance. The support agreement expires upon the earliest of stockholder approval of the proposals, mutual agreement of the parties, or ten months after execution (by August 5, 2027).

## Terms
- Counterparty: Cy Biopharma, Inc. · Stake: 6.1%

## Key dates
- Announced 2026-08-18 · Expiry 2027-08-05

## Timeline
- 2026-08-18 · SCHEDULE 13D/A (0001493152-26-038943): SCHEDULE 13D/A - Ensysce Biosciences, Inc. — *Ensysce Biosciences, Inc. is a pharmaceutical company developing abuse-deterrent opioid formulations and other controlled-release drug products.* On August 5, 2026, Ensysce Biosciences, Inc. entered into an Agreement and Plan of Merger with Cy Biopharma, Inc., providing for a two-step merger structure. In connection with the merger, Bob Gene Gower (Chairman and a significant shareholder) executed a support agreement obligating him to vote all his shares in favor of stockholder proposals, including approval of the conversion of Series C Non-Voting Convertible Preferred Stock into Common Stock and any necessary amendments to the certificate of incorporation to authorize sufficient shares for such conversion and to effectuate a reverse stock split for Nasdaq compliance. The support agreement expires upon the earliest of stockholder approval of the proposals, mutual agreement of the parties, or ten months after execution (by August 5, 2027).
  https://www.sec.gov/Archives/edgar/data/1716947/0001493152-26-038943.txt

## Citations
- 0001493152-26-038943 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000149315226038943