ASHDOD, Israel, June 29 /PRNewswire-FirstCall/ -- Healthcare Technologies, Ltd. , today announced that it signed a term sheet with ImmvaRx Inc. for the transfer by ImmvaRx to Healthcare of ImmvaRx’s allergy therapies business. ImmvaRx will be issued 350,000 shares of Healthcare, a two year warrant to purchase up to 1,000,000 shares of Healthcare at an exercise price ranging from $1.00 to $1.25 per share and a 30 month warrant to be issued 14,650,000 ordinary shares of Healthcare with a nominal exercise price per share which may only be exercised following the completion of the tender offer described below. The parties also agreed to negotiate the transfer of ImmvaRx’s cancer diagnostics and therapies business to Healthcare against additional shares.
The term sheet provides ImmvaRx with the right to commence a tender offer for all outstanding shares of Healthcare no later than 30 months following the closing of the transaction at a price of $1.60 per share. Gamida for Life, the company’s largest shareholder has agreed to tender its shares in this tender offer. Following completion of the tender offer, ImmvaRx will have the right to exercise its warrant to purchase 14,650,000 shares of the Company and Gamida for Life will have the right to purchase all of Healthcare’s subsidiaries and affiliates for an aggregate of $7,200,000.
Closing of the transaction announced today is subject to the negotiation and execution of definitive agreements, the completion of due diligence, and the receipt of the necessary corporate, regulatory and third party approvals, including obtaining a fairness opinion approving the valuation of Healthcare’s subsidiaries and affiliates.
About Healthcare Technologies
Healthcare Technologies through it subsidiaries Savyon Diagnostics Ltd., Gamidor Diagnostics (1984) Ltd and Danyel Biotech Ltd. specializes in development, manufacturing and marketing of clinical diagnostic test kits and provides services and tools to diagnostic and biotech research professionals in laboratory and point of care sites worldwide.
About ImmvaRx
ImmvaRx is a biopharmaceutical company focusing on immune-based therapies for allergies and cancer. Specifically, the company is developing and commercializing cell-based research and diagnostic products with an initial focus on type 1 allergies and Adenocarcinomas. The immunotherapies include Humanized Antibodies, Vaccines, and Antibody Mediated Chemotherapy.
Safe Harbor: This press release contains certain forward looking statements within the meaning of section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. With the exception of historical information contained herein, the matters discussed in this press release involve risk and uncertainties. Actual results could differ materially from those expressed in any forward looking statement made by or on behalf of Healthcare Technologies Ltd. Readers are referred to the documents filed by the company with the Securities Exchange Commission, specifically the most recent report on Form 20F that identifies important risks which could cause actual results to differ from those contained in the forward looking statements.
Contact: Moshe Reuveni CEO +972-54-243-649
Healthcare Technologies Ltd.
CONTACT: Moshe Reuveni, CEO, +972-54-243-649
