Citius Pharma to Acquire NovaLead Pharma for $15M

TL;DR

Citius Pharma buying NovaLead for $15M, deal expected Q2 2024.

AI Summary

Citius Pharmaceuticals, Inc. announced on April 3, 2024, that it has entered into a definitive agreement to acquire all outstanding shares of NovaLead Pharma Ltd. for an aggregate purchase price of $15 million. The acquisition is expected to close in the second quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition could expand Citius Pharmaceuticals' pipeline and market presence in the pharmaceutical sector.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent risks, including integration challenges and the possibility of not achieving expected synergies.

Key Numbers

• $15.0M — Acquisition Price (Aggregate purchase price for NovaLead Pharma Ltd.)

Key Players & Entities

• Citius Pharmaceuticals, Inc. (company) — Registrant
• NovaLead Pharma Ltd. (company) — Target company for acquisition
• $15 million (dollar_amount) — Aggregate purchase price for NovaLead Pharma Ltd.
• April 3, 2024 (date) — Date of the definitive agreement
• second quarter of 2024 (date) — Expected closing period for the acquisition

FAQ

Key Financial Figures

• $0.001 — e on which registered Common stock, $0.001 par value CTXR The Nasdaq Capital M
• $1.42 — ue per share, with an exercise price of $1.42 per share of common stock (the "Investo
• $1.9313 — ,130 warrants with an exercise price of $1.9313 per share (the "Placement Agent Warrant
• $2.3 million — the Company would receive approximately $2.3 million in cash proceeds. Except as set forth

Filing Documents

• ea0203367-8k_citius.htm (8-K) — 29KB
• 0001213900-24-030829.txt ( ) — 198KB
• ctxr-20240403.xsd (EX-101.SCH) — 3KB
• ctxr-20240403_lab.xml (EX-101.LAB) — 33KB
• ctxr-20240403_pre.xml (EX-101.PRE) — 22KB
• ea0203367-8k_citius_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events. On April 3, 2024, the Board of Directors of the Citius Pharmaceuticals, Inc. (the "Company") approved an extension by one year to April 5, 2025 for warrants to purchase an aggregate of 1,294,498 shares of common stock, $0.001 par value per share, with an exercise price of $1.42 per share of common stock (the "Investor Warrants"). The Investor Warrants are held by Leonard Mazur, the Company's Chief Executive Officer and Chairman of the Board of Directors, and Myron Holubiak, the Company's Executive Vice President and member of the Board of Directors, and were originally issued in April 2019 in a private placement conducted simultaneously with a registered direct offering of shares of common stock (the "2019 Offering") managed by H. C. Wainwright & Co., LLC ("Wainwright"). Mr. Mazur and Mr. Holubiak participated in the private placement on the same basis as all other investors. Additionally, 240,130 warrants with an exercise price of $1.9313 per share (the "Placement Agent Warrants" and together with the Investor Warrants, the "Warrants") issued in connection with the 2019 Offering were extended by one year to April 5, 2025. Such Placement Agent Warrants are held by certain representatives of Wainwright or their assignees. The terms of the Warrants were previously extended in April 2021 to April 5, 2024. There are no other Warrants remaining outstanding from the 2019 Offering and if such Warrants are fully exercised, the Company would receive approximately $2.3 million in cash proceeds. Except as set forth above, all other terms, conditions and rights of the Warrants remain in full force and effect, which were described in the Current Report on Form 8-K filed by the Company on April 3, 2019 (the "Original Form 8-K"). The foregoing descriptions of the Investor Warrants and the Placement Agent Warrants are not complete and are qualified in their entirety by reference to Exhibits 4.1 and 4.2, respectively, of the Original Form 8-K. 1 SIGNATUR

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