Aditxt, Inc. (“Aditxt”) (Nasdaq: ADTX), a biotech innovation company with a mission to improve the health of the immune system, today announced it has entered into a transaction agreement to reach a definitive agreement by the end of November 2021 to acquire a subsidiary (“AiPharma”) of AiPharma Global Holdings LLC (“AiPharma Global”) which is to own all of the assets of AiPharma Global, a company focused on discovering, developing and commercializing antiviral therapies across a broad spectrum of infectious diseases.
AiPharma Global is a biopharmaceutical company that holds directly, or through its affiliates worldwide (excluding Japan), exclusive rights to Avigan/Reeqonus/Qifenda and all formulations of favipiravir, a broad spectrum oral antiviral drug that targets COVID-19 and other infectious diseases. The binding agreement follows Aditxt’s prior announcement on August 25, 2021 to acquire the company and Aditxt’s funding of a bridge loan to AiPharma Global in the amount of $6.5 million.
The acquisition, if completed, will form a business segment for Aditxt that is focused on the monitoring and treatment of infectious diseases. Key terms of the agreement include: an increase in the amount of permitted borrowings under the secured loan from Aditxt to AiPharma Global by $8.5 million resulting in total availability of $15 million, as well as Aditxt issuing such number of shares of common stock that yields 65% of the number of Aditxt’s outstanding shares calculated as of September 30, 2021 to be issued only upon closing of the transaction.
The acquisition is subject to confirmatory due diligence, entry into a definitive agreement based on agreed terms and other closing conditions, including regulatory, board, shareholder, and Nasdaq approvals. There is no assurance that the aforementioned approvals will be granted.
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AiPharma acquisition highlights:
Avigan has received full marketing authorization or emergency use authorization in a number of markets as a treatment for COVID-19 including Mexico, India, Indonesia, Thailand and Malaysia, with many other countries buying the drug under compassionate use programs including the United Kingdom, United Arab Emirates, Greece, Hungary and Saudi Arabia.
AiPharma Global generates revenues from worldwide sales outside the U.S. and Canada of Avigan/Reeqonus through its 50% equity stake in Global Response Aid (“GRA”). GRA is part of a consortium that includes Appili Therapeutics (TSX: APLI; OTCQX: APLIF), Dr. Reddy’s Laboratories (NYSE:RDY), Agility (KSE/DFM: AGLTY) and FUJIFILM Toyama Chemical Co. Ltd, a subsidiary of FUJIFILM Holdings (FUJIY). The consortium members work together to coordinate and accelerate the worldwide development of Avigan/Reeqonus.
Consortium partner Appili Therapeutics is running a global Phase 3 trial evaluating Avigan/Reeqonus as an oral at-home therapy for COVID-19 and recently announced completion of patient enrollment with top line data expected in approximately 60 days.
AiPharma Global has recently agreed to acquire a major stake in Appili Therapeutics to strengthen its collaboration on the development of favipiravir and other treatments for infectious diseases. AiPharma Global expects to own 19.4% of the issued and outstanding Appili shares following the closing of its transaction expected Q4 2021.
Favipiravir is a selective inhibitor of viral RNA-dependent RNA polymerase (RdRP) with potent antiviral activity against single-stranded RNA viruses, including coronaviruses. Avigan/Reeqonus/Qifenda is uniquely positioned to address the current COVID-19 pandemic and future viral outbreaks.
“The successful completion of this acquisition would accelerate our commercialization plans in the infectious disease space and would uniquely position Aditxt by combining our commercialized AditxtScore™ for COVID-19 test with an at-home treatment for the disease. While initially targeting COVID-19, our combined clinical and commercial platform would potentially address unmet needs in other viral indications,” stated Aditxt Co-Founder and CEO Amro Albanna. ”We look forward to partnering with the team at AiPharma and its consortium members.”
Dr. Alessandro Gadotti, CEO of AiPharma Group, commented, “We believe that the combination of Aditxt and AiPharma is uniquely positioned to address the key topics of the COVID-19 pandemic, starting from monitoring of immune status and outpatient treatment for the illness. In excess of 1.5 million patients have been treated with our antiviral tablets. The strength of oral antiviral treatments such as Avigan/Reeqonus in real terms is that they fight COVID-19 in the community and not in hospitals – which can significantly reduce pressures on healthcare systems. Our joint product portfolio puts us on the front line in the fight against COVID-19 and future pandemic preparedness.”
Source: Biospace