Aditxt, Inc. Signs Non-Binding Letter of Intent to Acquire Point-of-Care Diagnostic Technology Development Company
December 13 2021 - 8:44AM
Business Wire
The target holds an exclusive license in U.S.
& Canada for at-home and in-office rapid antigen COVID-19
test
EUA application for the COVID-19 rapid antigen
test was submitted in September 2021
Target acquisition has a range of rapid
Point-of-Care diagnostics within their portfolio, including tests
for celiac, and ovarian and prostate cancer
Aditxt, Inc. (“Aditxt” or the “Company”) (Nasdaq: ADTX), a
biotech innovation company with a mission to improve the health of
the immune system, today announced it had signed a non-binding
letter of intent (“LOI”) to acquire a company focused on developing
Point-of-Care diagnostics for early detection of diseases including
cancers and SARS-CoV-2 (COVID-19) through a range of non-invasive
and affordable point of care and at-home/in-office test kits.
Key strategic benefits of the proposed acquisition to Aditxt
include:
- Extending AditxtScore’s™ portfolio to include at-home/in-office
COVID-19 rapid antigen test kits complimenting the AditxtScore™ for
COVID-19, and other proprietary tests targeting Celiac, H. Pylori,
and cancers including ovarian and prostate.
- Offering multiple growth opportunities focusing on the early
detection of diseases.
- Access to global scale manufacturing, and clinical capabilities
to support AditxtScore’s commercialization efforts.
- Experienced senior management team; the current team has deep
sectoral knowledge and is expected to join to support AditxtScore’s
next growth phase.
“The potential acquisition is complementary to AditxtScore
technologically and commercially, and is one of the main components
to executing our growth plans in 2022,” said Amro Albanna,
Co-Founder and CEO of Aditxt. “We believe that Point-of-Care rapid
testing combined with our current capabilities is key to driving
the transformation from reactive care to precision-driven,
proactive care delivery.”
The LOI is non-binding, and the closing of the transaction
contemplated thereby is subject to the satisfaction of numerous
conditions, including satisfactory due diligence, the negotiation,
and execution of binding definitive agreements. The parties have
agreed to an exclusivity period until January 31, 2022, to reach
the definitive agreement. In connection with the Letter of Intent,
the Company entered into a secured credit agreement with the target
company, pursuant to which the Company made a secured loan to the
target company in the amount of $500,000, and agreed to make
additional secured loans, as requested by the target company, and
approved by the Company, in an amount not to exceed $4.5 million.
The loans bear interest at a rate of 8% per annum and a maturity
date of December 8, 2022, provided the LOI contemplates that the
loans will be forgiven upon completion of the acquisition. The
consideration for the acquisition is currently expected to be
comprised of cash, shares of the Company’s common stock, and
royalty payments on sales of the target company’s products.
However, there can be no assurance that the terms of a definitive
agreement will be agreed to or that the proposed acquisition will
be completed as proposed or at all.
About Aditxt™
Aditxt develops technologies focused on improving the immune
system health through immune monitoring and reprogramming. Aditxt’s
immune monitoring technology is designed to provide a personalized,
comprehensive system immune system profile. Aditxt’s immune
reprogramming technology, currently preclinical, is designed to
retrain the immune system to induce tolerance to address rejection
of transplanted organs, autoimmune diseases, and allergies.
AditxtScore™ for COVID-19 is Aditxt’s proprietary immune profile
technology to equip people with information about their level of
protection. For more information, please visit: www.aditxt.com
www.AditxtScore™.com
Forward-Looking Statements
Certain statements in this press release constitute
“forward-looking statements” within the meaning of federal
securities laws. All statements other than historical fact
contained in this press release, including, without limitation,
those regarding the execution of a definitive agreement with the
target company and the terms thereof, the completion of the
acquisition and its expected benefits, and statements regarding the
Company’s intentions, beliefs, projections, outlook, analyses, or
current expectations concerning, among other things, the Company’s
ongoing and planned product and business development; the Company’s
intellectual property position; the Company’s ability to develop
commercial functions; expectations regarding product launch and
revenue; the Company’s results of operations, cash needs, spending,
financial condition, liquidity, prospects, growth and strategies;
the industry in which the Company operates; and the trends that may
affect the industry or the Company, are forward-looking statements.
Forward-looking statements are not guarantees of future
performance, and actual results may differ materially from those
indicated by these forward-looking statements as a result of
various important factors, as well as those risks more fully
discussed in the section titled “Risk Factors” in the Company’s
most recent Annual Report on Form 10-K, as well as discussions of
potential risks, uncertainties, and other essential factors in the
Company’s other filings with the Securities and Exchange
Commission. All such statements speak only as of the date made. The
Company undertakes no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events, or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20211213005593/en/
Media and Investor Relations:
Aditxt, Inc. ir@aditxt.com
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