Adhera Therapeutics Inc (ATRX)

[mrinvestor08]

BDRX filing today, offering closed. ATRX noteholders gone! ATRX given $640,000 cash. Anybody know how much it costs to uplist to nasdaq? ;)

https://www.otcmarkets.com/filing/html?id=17136702&guid=QVJ-keketgNAB3h

Acquisition of Tolimidone License



As disclosed in the Company’s Report on Form 6-K filed with the Commission on November 27, 2023 (the “November 27 6-K”), the Company entered into a series of agreements with (a) Adhera Therapeutics, Inc. (“Adhera”) and certain of its secured noteholders (the “Secured Noteholders”), including an Assignment and Exchange Agreement dated November 22, 2023 (the “Assignment and Exchange Agreement”), a Lock-Up Agreement and a Registration Rights Agreement, and (b) Melior Pharmaceuticals I, Inc. (“Melior”), including a License Agreement dated November 22, 2023 (the “License Agreement”), a Lock-Up Agreement and a Registration Rights Agreement. The description of the foregoing agreements is incorporated herein by reference to the November 27 6-K.



On December 21, 2023, the Company completed the closing of the transactions contemplated by each of the Assignment and Exchange Agreement and the License Agreement (the “Closings”). As a result of the Closings, (i) Adhera agreed to assign all of its rights to the compound tolimidone, a selective activator of the enzyme lyn kinase which increase phosphorylation of insulin substrate -1, to the Company and (ii) the Company acquired from Melior an exclusive, worldwide, sublicensable right to develop, manufacture, commercialize, or otherwise exploit products containing tolimidone for any field. As consideration, the Company (i) as an upfront payment under the Assignment and Exchange Agreement, paid $640,000 to Adhera and issued (x) an aggregate of 224,947 Depositary Shares to certain Noteholders and (y) an aggregate of 2,275,050 pre-funded warrants to purchase Depositary Shares to certain of the Noteholders (collectively, the “Noteholder Securities”) and (ii) issued to Melior 354,428 of its Depositary Shares (the “Melior Shares”). Subject to satisfaction of certain obligations under the License Agreement, the Company further expects to issue 354,428 of its Depositary Shares to Bukwang Pharmaceuticals Co., Ltd. (collectively with the Melior Shares, the “License Shares”).