Aditxt Inc (NASDAQ:ADTX) has agreed to acquire Evofem Biosciences Inc (OTC:EVFM) in consideration of the issuance of a combination of common stock and preferred stock and the assumption of certain senior indebtedness, having an aggregate amount of approximately $100 million.
Evofem is a commercial-stage women’s health company, a creator of the first and only FDA-approved hormone-free contraceptive gel, Phexxi (lactic acid, citric acid, and potassium bitartrate).
Phexxi represents a groundbreaking shift in women’s healthcare, offering a non-daily, hormone-free contraceptive choice for the 23 million women who need alternatives to traditional methods in the U.S. alone.
Aditxt has assumed Evofem’s senior secured debt that was issued to the investor under the Securities Purchase and Security Agreement dated April 2020, as amended, and shall pay $5.0 million to Evofem’s senior secured debtholder by year-end 2023, $8.0 million by September 2024, and up to an additional $5 million thereafter.
Aditxt has also agreed to provide a $3.0 million loan to Evofem between the date of signing of the Agreement and closing and to cover Evofem’s legal costs related to the Transaction.
At closing, the holders of Evofem’s common stock will exchange their shares for an aggregate of 610,000 shares of Aditxt common stock.
In addition, Aditxt has agreed to issue up to an aggregate of 89,126 shares of preferred stock to the holders of Evofem’s currently outstanding unsecured notes, purchase rights, certain warrants, and preferred stock.
The deal is expected to close in the first half of 2024.
Price Action: ADTX shares are up 112.80% at $8.08 on the last check Tuesday.
