Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or


          Standard; Transfer of Listing

On April 5, 2023, Intelligent Medicine Acquisition Corp. (the "Company") received a letter (the "MVPHS Letter") from the Listing Qualifications division (the "Staff") of the Nasdaq Stock Market LLC ("Nasdaq") Company's listed securities failed to comply with the $15 million market value of publicly held shares ("Market Value of Publicly Held Shares") requirement for continued listing on the Nasdaq Global Market in accordance with Nasdaq Listing Rule 5450(b)(2)(C) based upon the Company's Market Value of Publicly Held Shares for the 30 consecutive business days prior to the date of the MVPHS Notice.

The MVPHS Notice has no immediate effect on the listing of the Company's securities on Nasdaq and in accordance with Nasdaq Listing Rule 5810(c)(3)(D), the Company has been provided a period of 180 calendar days from the date of the MVPHS Notice, or until October 2, 2023, in which to regain compliance (the "Compliance Period"). There can be no assurance that the Company will be able to regain compliance with the Market Value of Publicly Held Shares requirement or maintain compliance with the other Nasdaq listing requirements.

In order to regain compliance, the Market Value of Publicly Held Shares of the Company must close at $15,000,000 or more for a minimum of ten consecutive days during the Compliance Period. The Company intends to consider its available options to resolve the Company's noncompliance.

In the event that the Company does not regain compliance within the Compliance Period, the Company may be eligible to transfer to the Nasdaq Capital Market before the expiry of the Compliance Period. To qualify, the Company would be required to meet the continued listing requirements for the Nasdaq Capital Market. However, if it appears to Nasdaq that the Company will not be able to cure the deficiency, or if the Company is not otherwise eligible, Nasdaq will provide notice to the Company that its listed securities will be subject to delisting. In the event of such notification, the Company may appeal Nasdaq's determination to delist its securities, but there can be no assurance Nasdaq would grant the Company's request for continued listing.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits:



Exhibit                                 Description
104       Cover Page Interactive Data File (embedded within the Inline XBRL
          document).

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