# Check-Cap Ltd. (NASDAQ: MBAI) ## Company Overview Check-Cap Ltd. is a publicly traded company listed on the NASDAQ stock exchange under the ticker symbol MBAI. The company was originally founded in 2004 in Israel and developed the C-Scan System, an ingestible capsule for colorectal cancer screening. In September 2025, Check-Cap announced a definitive merger agreement with MBody AI Corp., an embodied AI company. The merger is expected to close in H2 2026, subject to customary closing conditions including NASDAQ listing approval. ## Key Facts - Legal Name: Check-Cap Ltd. - Stock Exchange: NASDAQ - Ticker Symbol: MBAI (changed from CHEK in December 2025) - Incorporated: Israel - Address: 29 Abba Hushi Ave., P.O. Box 1271, Isfiya, Israel - Founded: 2004 - IPO: 2015 on NASDAQ - Current Status: Merging with MBody AI Corp. (expected close H2 2026) - Shareholder Approval: 98%+ at Annual General Meeting of Shareholders (November 2025) - Legal Advisors: Paul Hastings LLP (United States), Rimon PC (Israel) - Auditors: BCRG Group ## About MBody AI Corp. MBody AI Corp. is a privately held embodied AI company building the Orchestrator platform, an AI layer designed for robotic and sensor-based systems. The platform is designed for hospitality, offices, warehouses, and healthcare environments. MBody AI has an existing and growing Fortune 500 client base and 6 provisional patents filed. ## The Merger Under the merger agreement, MBody AI shareholders will receive approximately 90% of the combined entity and existing Check-Cap shareholders will retain approximately 10%. The combined company will trade on NASDAQ under the ticker MBAI, subject to NASDAQ listing approval. Check-Cap will retain its medical diagnostic assets, including its intellectual property portfolio. A Registration Statement on Form F-1 and a Proxy Statement have been filed with the SEC. ## Transaction Timeline - September 2025: Definitive merger agreement signed - November 2025: Shareholder approval received (98%+ votes in favor) - December 2025: NASDAQ ticker changed from CHEK to MBAI - January 2026: Key NASDAQ listing requirements cleared - February 2026: F-1 registration statement filed with audited financials; NASDAQ listing application submitted - April 2026: NASDAQ completed initial review of the listing application - H2 2026 (Expected): Merger close, subject to customary closing conditions ## Transaction FAQ Q: What is the proposed transaction? A: Check-Cap Ltd. (NASDAQ: MBAI) has entered into a definitive merger agreement with MBody AI Corp. Upon closing, MBody AI will merge with a subsidiary of Check-Cap, and the combined company will be renamed MBody AI Ltd., expected to continue trading on NASDAQ under MBAI. Q: Why is Check-Cap pursuing this merger? A: In June 2023, Check-Cap discontinued its C-Scan system and began evaluating strategic alternatives. The Board unanimously determined that MBody AI represents the most compelling opportunity for shareholders due to its Fortune 500 client base, proprietary embodied AI technology, and position at the intersection of the physical AI revolution. Q: Have shareholders approved the transaction? A: Yes. At the Annual General Meeting in November 2025, shareholders voted overwhelmingly in favor with over 98% approval. Q: What happens to my Check-Cap shares (MBAI stock)? A: Existing shareholders continue to hold their ordinary shares. Upon closing, those shares will represent approximately 10% of the combined entity on a fully diluted basis. Q: When is the merger expected to close? A: H2 2026, subject to customary closing conditions including SEC effectiveness and NASDAQ listing approval. Q: Who are the legal advisors? A: Paul Hastings LLP (United States) and Rimon PC (Israel). Q: Who are the Company's auditors? A: The Company's independent registered public accounting firm is BCRG Group. Q: Where can I find SEC filings? A: All filings are available free of charge at www.sec.gov and on the Company's Investor Relations page. Q: Who do I contact with questions? A: Visit the Contact Us page at check-cap.com and select "Investor Inquiry." ## Website Pages - Homepage: https://www.check-cap.com/ - The Transaction: https://www.check-cap.com/transaction.html - About MBody AI: https://www.check-cap.com/about-mbody-ai.html - About Check-Cap: https://www.check-cap.com/about-check-cap.html - Contact: https://www.check-cap.com/contact.html - Privacy Policy: https://www.check-cap.com/privacy-policy.html - Terms of Use: https://www.check-cap.com/terms-of-use.html - Cookie Policy: https://www.check-cap.com/cookie-policy.html ## SEC Filings Investors and security holders are urged to read the Registration Statement on Form F-1 and Proxy Statement filed with the SEC, available free of charge at https://www.sec.gov. ## Forward-Looking Statements Information on this website contains forward-looking statements subject to risks and uncertainties. Actual results may differ materially. See SEC filings for a complete discussion of risks.