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Agile Therapeutics, Inc. (OTCQB: AGRX) has announced the completion of its acquisition by Insud Pharma, S.L., a global pharmaceutical group based in Spain. The transaction, approved by Agile shareholders on August 22, 2024, values Agile at approximately $45 million. Former Agile common stockholders will receive $1.52 per share in cash, net of assumed liabilities and estimated transaction costs.
As a result of the acquisition, Agile has combined with Insud Pharma's US subsidiary, Exeltis USA, Inc., expanding their women's health and contraceptive portfolio. Agile will now operate as an indirect subsidiary of Insud and will cease to be listed on any public market, including the OTC QB.
H.C. Wainwright & Co. served as the exclusive financial advisor to Agile Therapeutics, while Morgan, Lewis & Bockius LLP acted as its legal advisor. Insud Pharma and Exeltis USA were advised legally by Loeb & Loeb LLP and RC Law LLP.
Agile Therapeutics has entered a definitive merger agreement with Insud Pharma’s US subsidiary, Exeltis, where Agile shareholders will receive $1.52 per share in cash, representing a 356% premium over the previous closing stock price. The total enterprise value for the transaction is approximately $45 million. The merger is expected to close in Q3 2024, subject to Agile shareholder approval and other customary closing conditions. As part of the agreement, Insud will provide Agile with a line of credit up to $8 million, primarily for inventory purchases. Upon completion, Agile will delist from public markets.
Agile Therapeutics (AGRX) reported significant first quarter 2024 results, showing a 58% increase in net revenue to $5.7 million, driven by a rebound in demand for Twirla, which saw an 18% increase from the prior quarter. Factory sales also grew by 3%. Operating expenses for the quarter were $6.8 million, a 24% increase from Q4 2023 but a decrease of 20% from Q1 2023. The company recorded a GAAP net income of $1.3 million compared to a net loss in the previous quarters. Non-GAAP net loss was $2.9 million, an improvement from previous periods. Cash reserves stood at $2.6 million as of March 31, 2024. Agile's stock began trading on the OTC market in March 2024, and the company is optimistic about the Biden-Harris Administration's steps to improve access to contraceptives.
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