09:31 AM EDT, 04/02/2024 (MT Newswires) -- Appili Therapeutics Inc. ( APLIF ) on Tuesday said that it has entered into a definitive arrangement agreement to be acquired by Adivir, a subsidiary of Nasdaq-listed Aditxt Inc.

Under the terms of the arrangement agreement, shareholders of Appili will receive 0.002745004 of an Aditxt share and US$0.0467 cash, for implied total consideration of US$0.0561 per share. Appili shareholders will hold 19.99% of the issued and outstanding Aditxt shares on a non-diluted basis.

The transaction is also conditional upon Aditxt raising at least US$20 million in financing before closing, which is expected to occur in early calendar Q3 2024. Aditxt will repay at least 50% in outstanding senior secured debt at the closing of the transaction and to repay the remaining outstanding senior secured debt by December 31, 2024. Adtixt will also assume Appili's remaining outstanding liabilities and indebtedness, and satisfy certain payables of Appili at closing.

According to a statement, Appili has developed a diverse portfolio, including the FDA-approved LIKMEZ (previously ATI-1501), ATI-1701 biodefense program supported by a US$14 million non-dilutive award from the U.S Dept of Defense, and ATI-1801, a topical formulation targeting cutaneous leishmaniasis, a painful and disfiguring disease.