Acquisition target Evofem reported revenue of
$7.8 million for the six months ended June 30, 2024
Acquisition target Appili has received
approximately $6.0 million of the total $14.0 million to date in a
non-dilutive funding commitment from DoD
Shelf registration statement and resale
registration statement for Equity Line of Credit declared Effective
by the SEC
Effected a 1-for-40 reverse split of its common
stock, which was primarily intended to regain compliance with
Nasdaq’s minimum bid price requirement
Aditxt, Inc. (NASDAQ: ADTX) (“Aditxt” or the “Company”), an
innovation platform dedicated to accelerating promising health
innovations, today provided an update on its plans for 2024
year-end.
Business and Acquisitions
Aditxt’s two acquisition targets, Evofem Biosciences, Inc.
(“Evofem”) (OTCQB: EVFM) and Appili Therapeutics, Inc. (“Appili”)
(TSX: APLI; OTCPink: APLIF), have reported revenue of $7.8 million
for the six months ended June 30, 2024. Appili has received
approximately $6.0 million of the total $14.0 million to date in a
non-dilutive funding commitment from the DoD. These funds, along
with other potential funding sources, are anticipated to continue
advancing the ATI-1701 program toward an Investigational New Drug
(IND) submission to the U.S. Food and Drug Administration (FDA) in
2025.
Aditxt’s strategy is anchored in accelerating promising health
innovations. With two subsidiaries in immune health and precision
diagnostics already established, the proposed acquisitions of
Evofem and Appili seek to further extend Aditxt’s presence into
women’s health and public health, supporting its continued
expansion.
The Company estimates it will require approximately $4 million
in cash to fund its proposed acquisition of Evofem inclusive of the
$1.8 million purchase of Common Shares, and Aditxt's obligation to
purchase an additional $2.28 million in Evofem Series F-1
Convertible Preferred Stock by October 31, 2024. In addition, the
parties are expected to repay approximately $15.2 million to
satisfy Evofem’s Senior Secured Note in conjunction with the
closing. The Company also estimates it will require approximately
$17 million in cash to fund its acquisition of Appili.
The closing of each of the transactions with Evofem and Appili
is subject to several conditions, including but not limited to
approval of the transactions by the respective target shareholders
and Aditxt raising sufficient capital to fund its obligations prior
to and at closing. No assurance can be provided that all of the
conditions to closing will be obtained or satisfied or that either
of the transactions will ultimately close.
Capital Access & Nasdaq Compliance
A key element of Aditxt’s strategy revolves around maintaining
its Nasdaq listing and securing sufficient capital to fund its
existing operations and obligations and supporting its planned
strategic growth initiatives. In support of this objective, the
Company has filed a shelf registration statement on Form S-3, which
has been declared effective by the U.S. Securities and Exchange
Commission (SEC). This shelf registration statement covers the sale
of up to $100 million in securities. At the time of filing of the
registration statement on Form S-3, the market value of the
Company’s public float was below $75 million, the maximum amount
that the Company could sell was limited to 1/3 of its public float,
which was approximately $2 million at that time. Should the
Company’s public stock price and / or the number of shares in its
public float increase, the amount that the Company may sell off of
the shelf may increase. The Company also filed a resale
registration statement covering the shares issuable under the
Company’s Equity Line of Credit (the “Equity Line”), which was
declared effective by the SEC. This registration statement covers
the sale of up to $150 million of common stock, the maximum amount
issuable under the Company’s Equity Line. The actual amount of
common stock that the Company may sell under the Equity Line is
subject to several limitations (certain of which may be waived by
the Equity Line investor), including but not limited to, the
Company’s stock price being equal to or greater than $1.00 and
certain daily volume limitations equal to the lower of 100,000
shares or $200,000 for fixed purchases under the Equity Line, or up
to $2 million daily for certain other VWAP-based purchases. The
Equity Line investor is also prohibited from purchases which would
result in ownership by such investor in excess of 4.99% of the
Company’s then outstanding common stock.
Capital Table and Balance Sheet
The Company is making concerted efforts to clean up its balance
sheet and capitalization table. As of the date hereof, the Company
also has approximately $19 million in accounts payable and accrued
expenses and approximately $7.8 million is owed to secured
creditors. In August 2024, the Company entered into a letter
agreement with the holders of its senior notes and shares of the
Company’s Series C-1 Convertible Preferred Stock, pursuant to which
the Company agreed that it would apply 40% of the net proceeds
from: (i) any sales of securities utilizing its currently effective
Shelf Registration Statement, (ii) sales of its common stock under
its Equity Line, or (iii) any public offering of securities to make
payments on such notes. In addition, pursuant to the Letter
Agreement, commencing on the date that the senior notes have been
repaid in full, the Company shall ratably redeem all holders of the
Company’s then outstanding Series C-1 Convertible Preferred Stock
in the aggregate amount of approximately $10.9 million, in an
amount equal to 40% of the net proceeds raised from any shelf
takedowns, any sales of common stock under the Equity Line or any
public offering. In addition to the foregoing, in connection with
any shelf takedown or public offering, in the event that a Series
C-1 holder participates in such shelf takedown or a public
offering, the Company shall use 50% of the gross proceeds received
in such Shelf Takedown or public offering from such Series C-1
holder to redeem such Series C-1 Holder’s shares of Series C-1
Convertible Preferred Stock.
In addition, the Company has approximately $1.0 million in
senior notes with an original maturity date of August 2024, which
was extended to September 30, 2024, and $1.5 million in senior
notes with a maturity date of October 7, 2024. The Company does not
presently have sufficient capital to meet such obligations in full,
nor can it provide any assurance that it will successfully raise
such capital from its shelf registration statement, Equity Line, or
otherwise to satisfy such obligations or meet its current
operational needs.
“The closing of the two target acquisitions, maintaining our
Nasdaq listing and accessing strategic capital, and reduction of
debt and accounts payable, are key to our future plans,” said Amro
Albanna, Chairman, Co-Founder, and CEO of Aditxt. “We understand
the many challenges that lie ahead but believe that through our
current efforts Aditxt will be well-positioned to meet
transformational milestones in 2025 that will deliver value to our
shareholders and stakeholders.”
About Aditxt, Inc.
Aditxt, Inc.® is an innovation platform dedicated to
accelerating promising health innovations. Aditxt’s ecosystem of
research institutions, industry partners, and shareholders
collaboratively drives their mission to "Make Promising Innovations
Possible Together." The innovation platform is the cornerstone of
Aditxt’s strategy, where multiple disciplines drive disruptive
growth and address significant societal challenges. Aditxt operates
a unique model that democratizes innovation, ensures every
stakeholder’s voice is heard and valued, and empowers collective
progress.
Aditxt currently operates two programs focused on immune health
and precision health. The Company plans to introduce two additional
programs dedicated to public health and women’s health. For these,
Aditxt has entered into an Arrangement Agreement with Appili
Therapeutics, Inc. (“Appili”) (TSX: APLI; OTCPink: APLIF), which
focuses on infectious diseases, and a Merger Agreement with Evofem
Biosciences, Inc. (OTCQB: EVFM). Each program will be designed to
function autonomously while collectively advancing Aditxt’s mission
of discovering, developing, and deploying innovative health
solutions to tackle some of the most urgent health challenges. The
closing of each of the transactions with Appili and Evofem is
subject to several conditions, including but not limited to
approval of the transactions by the respective target shareholders
and Aditxt raising sufficient capital to fund its obligations at
closing. No assurance can be provided that all of the conditions to
closing will be obtained or satisfied or that either of the
transactions will ultimately close.
For more information, www.aditxt.com.
Follow us on: LinkedIn: https://www.linkedin.com/company/aditxt
Facebook: https://www.facebook.com/aditxtplatform/
Forward-Looking Statements
Certain statements in this press release constitute
“forward-looking statements” within the meaning of federal
securities laws. Forward-looking statements include 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 ability to finance and execute its strategic M&A
initiatives; the Company’s ability to obtain the necessary funding
and partner to commence clinical trials; 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
Company’s ability to raise additional capital; the industry in
which the Company operates; and the trends that may affect the
industry or the Company. 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 market and
other conditions and those risks more fully discussed in the
section titled “Risk Factors” in Aditxt’s most recent Annual Report
on Form 10-K, as well as discussions of potential risks,
uncertainties, and other important factors in the Company’s other
filings with the Securities and Exchange Commission. All such
statements speak only as of the date made, and 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, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20241003918360/en/
Aditxt, Inc. Mary O’Brien Mobrien@aditxt.com
516-753-9933
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