Evofem Biosciences, Inc. (OTCQB:OTC:EVFM), a pharmaceutical company, has amended its merger agreement with Aditxt, Inc., a biotech company specialized in improving the health of the immune system. The amendment, filed on Monday, changes the funding date for a significant investment as part of the merger process.
The original merger agreement, disclosed on July 18, 2024, outlined that Aditxt's subsidiary, Adifem, Inc., would merge into Evofem, with Evofem surviving as a wholly-owned subsidiary of Aditxt. The merger aims to combine resources and expertise from both companies.
On August 16, 2024, the companies agreed to the first amendment of the Amended and Restated Merger Agreement. The modification moves the Third Parent Equity Investment Date from August 30, 2024, to the earlier of September 6, 2024, or five business days after Aditxt closes a public offering resulting in at least $20 million in net proceeds.
The amendment to the merger agreement is a strategic step towards the completion of the merger. The merger is subject to approval by Evofem's stockholders and other customary closing conditions. The companies have not yet set a date for the stockholders' meeting to vote on the merger, but the proxy statement will be filed with the SEC and provided to stockholders for review.
In other recent news, Evofem Biosciences has made significant strides with the acquisition of SOLOSEC from Lupin (NS:LUPN) Limited and an amended merger agreement with Aditxt, Inc. The acquisition, potentially worth up to $84 million, is viewed as a strategic milestone for Evofem, complementing its existing products like Phexxi. The merger with Aditxt, expected to close in the second half of 2024, is contingent upon Aditxt securing sufficient financing.
Evofem has also made amendments to the rights of its Series F-1 Convertible Preferred Stock holders, including the removal of certain adjustment provisions and setting a new conversion price. The company has also secured a fifth U.S. patent for its contraceptive gel, Phexxi. These are part of recent developments that have shaped the pharmaceutical company's trajectory.
Meanwhile, Aditxt, Inc. has been facing financial challenges, defaulting on a loan repayment to Sixth Borough Capital Fund, LP. Despite these challenges, the company managed to raise approximately $5.2 million through the issuance of senior notes and a private placement. Aditxt is also set to acquire Appili Therapeutics Inc., which is expected to create synergies with its existing programs.
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