Endonovo Therapeutics to acquire Rio Grande Neurosciences
Press releases may be edited for formatting or style | July 11, 2016
LOS ANGELES, CA--(Marketwired - Jul 11, 2016) - Endonovo Therapeutics, Inc. (OTCQB: ENDV) -- a developer of bioelectronic devices and medicines, announced today it has executed a binding letter of intent (LOI) to acquire Rio Grande Neurosciences, Inc. (RGN), a privately-held clinical stage developer of non-invasive Electroceuticals™ for the treatment of neuro-inflammation and central nervous system diseases and disorders. The LOI is binding, but subject to the execution of a definitive purchase agreement, shareholder approvals from both companies and Endonovo raising additional capital. The parties expect to sign a definitive agreement within the third quarter ending September 30, 2016 and close at the same time or shortly thereafter. Endonovo has paid $500,000 towards the purchase price through the issuance of a note.
Pursuant to the LOI, Endonovo will be acquiring RGN and all of its assets including an FDA-cleared device for treating pain and edema, a proprietary multi-coil rTMS System with pending 510(k) application, and Multiple Therapeutic Clinical Studies in Neurological Diseases and Disorders. The aggregate purchase price of $21.5 million, consisting of $1.5 million in cash, approximately $15 million in Endonovo common stock, and approximately $5 million in Endonovo common stock warrants. Endonovo will also be committed to paying RGN a 10% royalty on the sale of RGN commercialized products and assuming its outstanding Senior Secured Debt.
"We believe this acquisition will significantly increase Endonovo's trajectory as we continue developing our non-invasive treatments for acute inflammatory conditions in vital organs," stated Endonovo Chairman and CEO, Alan Collier. "We are impressed with Rio Grande Neuroscience's scientist team and their collective ability to build a portfolio of cutting edge treatments utilizing BioElectronics medicine. The combined company creates greater shareholder value for both RGN and Endonovo and will further establish Endonovo at the forefront of bioelectronic medicine."
RGN's portfolio of non-invasive brain stimulation technologies includes FDA-cleared devices for the treatment of post operative pain and edema, which is currently being adapted for the treatment of neuro-inflammatory conditions, including traumatic brain injury, acute concussion, post concussion syndrome and multiple sclerosis; and multi-coil Transcranial Magnetic Stimulation (rTMS) technology for the treatment of resistant major depressive disorder (MDD). RGN submitted an FDA 510(k) Pre-Market Notification for rTMS technology for the treatment of MDD in March 2016. Furthermore, RGN's portfolio of technologies also includes closed-loop Transcranial Electrical Stimulation (cl-TES), supported by a grant from DoD for enhancing learning.
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