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Aditxt, Inc. (NASDAQ:ADTX), a biotech firm specializing in pharmaceutical preparations with a market capitalization of $3.81 million, has entered into a significant financial agreement with Evofem Biosciences (OTC:EVFM), Inc., as reported on Monday. The deal includes a $1.5 million investment by Aditxt in exchange for a convertible note and a warrant to acquire shares in Evofem. According to InvestingPro data, ADTX stock has experienced significant volatility, with a 93% decline year-to-date, though analysts suggest the stock may be undervalued at current levels.
The investment aligns with a broader merger strategy between Aditxt and Evofem, which has been in the works since March 23, 2025. The companies have agreed that Evofem will exert reasonable efforts to convene a shareholders meeting by September 26, 2025, and have extended the termination date for the merger to September 30, 2025. InvestingPro analysis reveals that Aditxt enters this merger with challenging financials, including a weak current ratio of 0.09, indicating potential liquidity concerns.
The convertible note purchased by Aditxt carries a principal amount of $2,307,692.31, with an 8% annual interest rate that can increase to 12% in the event of a default. It is convertible into Evofem common stock at $0.0154 per share, subject to adjustments and a 9.99% beneficial ownership cap. The note matures on April 8, 2028, unless converted or redeemed earlier.
Additionally, Aditxt has acquired a warrant that allows the purchase of 149,850,150 shares of Evofem's common stock at the same price of $0.0154 per share. The warrant is exercisable for five years and includes a cashless exercise option, also subject to the 9.99% ownership limit.
As part of the agreement, Evofem has waived its right to terminate the existing merger agreement until April 16, 2025. If the full purchase price is not received by that date, adjustments to the note and warrant will be made accordingly.
The transaction is documented in the Securities Purchase Agreement, Senior Subordinated Convertible Note, Warrant, and Waiver Agreement, which were filed as exhibits to Aditxt's current report.
This strategic move by Aditxt reflects a continued commitment to the planned merger with Evofem and provides additional financial support to the latter as both companies work towards finalizing their consolidation. Looking ahead, InvestingPro forecasts suggest a potential revenue growth of 43.78% for Aditxt in FY2025, though the company currently faces profitability challenges with negative EBITDA of $27.25 million in the last twelve months. The information is based on a press release statement and InvestingPro data, which offers 15 additional investment tips for ADTX.
In other recent news, Aditxt, Inc. announced it has regained compliance with Nasdaq's minimum bid price requirement, thus canceling a previously scheduled hearing. Additionally, the company has extended its merger agreement with Evofem Biosciences, with a new investment commitment of $1.5 million and a revised completion deadline of September 30, 2025. Aditxt's subsidiary, Adimune, is advancing its autoimmune therapy candidate, ADI-100, toward clinical trials, with regulatory preparations underway in both the U.S. and Germany. The company has also announced a 1-for-250 reverse stock split, effective March 17, 2025, to maintain Nasdaq compliance. In acquisition news, Aditxt has extended its agreement with Appili Therapeutics and completed the necessary payments. The company is also preparing for the commercial launch of its subsidiary Pearsanta's diagnostic tests, with an IPO planned to support these efforts. Adivue is working on FDA renewal for an EEG device following the acquisition of Brain Scientific. These developments reflect Aditxt's strategic initiatives in mergers, acquisitions, and advancing its health innovation platforms.
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