Applied DNA Sciences Sells Certainty Business for $10M

TL;DR

APDN selling Certainty biz for $10M cash to focus on DNA manufacturing & biotherapeutics. Deal closes Q1 2025.

AI Summary

Applied DNA Sciences, Inc. announced on December 17, 2024, that it has entered into a definitive agreement to sell its Certainty business to an unaffiliated third party for $10 million in cash. The transaction is expected to close in the first quarter of 2025, subject to customary closing conditions. This divestiture is part of the company's strategic plan to focus on its core DNA manufacturing and biotherapeutics business.

Why It Matters

This sale allows Applied DNA Sciences to streamline its operations and concentrate resources on its higher-growth DNA manufacturing and biotherapeutics segments, potentially improving financial performance and strategic focus.

Risk Assessment

Risk Level: medium — The sale of a business segment introduces execution risk, and the company's future success now hinges more heavily on the performance of its remaining core businesses.

Key Numbers

• $10.0M — Sale Price (Cash proceeds from the sale of the Certainty business.)

Key Players & Entities

• Applied DNA Sciences, Inc. (company) — Registrant
• Certainty business (company) — Divested business segment
• $10 million (dollar_amount) — Sale price
• December 17, 2024 (date) — Announcement date
• first quarter of 2025 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.001 — ge on which registered Common Stock, $0.001 par value APDN The Nasdaq Stock Mar
• $325,000 — s annual base salary was increased from $325,000 to $400,000. In connection with Mr. Sho
• $400,000 — e salary was increased from $325,000 to $400,000. In connection with Mr. Shorrock's prom
• $300,000 — s annual base salary was increased from $300,000 to $385,000. There are no arrangements
• $385,000 — e salary was increased from $300,000 to $385,000. There are no arrangements or understa

Filing Documents

• tm2431261d1_8k.htm (8-K) — 32KB
• tm2431261d1_ex99-1.htm (EX-99.1) — 131KB
• tm2431261d1_ex99-1img001.jpg (GRAPHIC) — 6KB
• 0001104659-24-129367.txt ( ) — 359KB
• apdn-20241217.xsd (EX-101.SCH) — 3KB
• apdn-20241217_lab.xml (EX-101.LAB) — 33KB
• apdn-20241217_pre.xml (EX-101.PRE) — 22KB
• tm2431261d1_8k_htm.xml (XML) — 3KB

02 Results of Operations and Financial

Item 2.02 Results of Operations and Financial Condition. On December 17, 2024, Applied DNA Sciences, Inc. ("Applied DNA Sciences" or the "Company") issued a press release announcing its results of operations for the three-month and year-end period ended September 30, 2024. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

02. Departure of Directors or Certain Officers; Election

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On December 17, 2024, the Company announced the appointment of Judith Murrah, the Company's current Chief Operating Officer, Chief Information Officer and Secretary, as President of the Company, effective December 13, 2024. Ms. Murrah assumes the role of President from Dr. James Hayward, the Company's current Chief Executive Officer and Chairman of the board of directors of the Company (the "Board"), who has voluntarily resigned as President, effective December 13, 2024. Dr. Hayward will continue in his role as Chief Executive Officer and Chairman of the Board. Also on December 17, 2024, the Company announced the appointment of Clay Shorrock, the Company's current Chief Legal Officer and Executive Director of Business Development, as President of LineaRx, the Company's 98% owned subsidiary ("LRx"), effective December 13, 2024. Ms. Murrah and Mr. Shorrock will each hold office until the election and qualification of a successor or until either individual's earlier death, resignation or removal. Ms. Murrah, age 66, has served as the Company's Chief Operating Officer of the Company since January 19, 2021, the Company's Chief Information Officer since June 1, 2013 and the Company's Secretary since December 22, 2017. Before joining the Company, Ms. Murrah was previously the Senior Director of Information Technology at Motorola Solutions, which had acquired her former firm, Symbol Technologies. Her role at Motorola Solutions included overseeing the global IT program management office, financial and supplier operations and quality assurance. At Symbol Technologies, Ms. Murrah held leadership positions in product line management, global account sales, corporate and marketing communications and IT. Ms. Murrah holds an MBA from Harvard Business School, and a B.S. in Industrial Engineering from the University of Rhode

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure On December 17, 2024, the Company issued a press release announcing the promotion of Ms. Murrah to President of the Company and Mr. Shorrock as President of LRx. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release, dated December 17, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 17, 2024 APPLIED DNA SCIENCES, INC. By: /s/ James A. Hayward Name: James A. Hayward Title: Chief Executive Officer

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View this 8-K filing on SEC EDGAR