ElectroCore Announces Agreement to Acquire NeuroMetrix in a Strategic Merger

On December 17, 2024, electroCore, Inc. filed a Form 8-K with the Securities and Exchange Commission (SEC), revealing its entry into an Agreement and Plan of Merger with NeuroMetrix, Inc. The definitive agreement includes the merger of Merger Sub with and into NURO, with NURO surviving as a wholly-owned subsidiary of electroCore.

According to the agreement, at the Effective Time of the Merger, each share of NURO Common Stock will be converted into the right to receive an amount in cash equal to a pro rata share of NURO’s Net Cash balance and one contingent value right (CVR). The consummation of the Merger is subject to customary closing conditions, including shareholder approval and SEC filings.

The Merger Agreement also includes covenants prohibiting NURO from engaging in any alternative proposals or facilitating any discussions related to Acquisition Proposals. Additionally, there are termination rights for both parties under specific circumstances, with termination fees outlined in the agreement.

Outstanding awards of restricted stock units and stock options granted by NURO will be converted into cash and CVRs at the Effective Time of the Merger, in line with the terms of the Merger Agreement. ElectroCore and NURO directors and officers have entered into a Voting and Support Agreement, pledging to vote in favor of the Merger.

The announcement of this merger aligns with electroCore’s growth strategy and expansion into the bioelectronic health and wellness sector. The Merger provides electroCore with access to NeuroMetrix’s Quell platform, strengthening its market position and offering a diversified portfolio of non-invasive therapies. neuroMetrix’s revenue information reveals a growth trend in Quell revenue for the year 2024 compared to the prior year, reflecting a positive trajectory for the merged entity’s product lines.

The proposed transaction is aimed at expanding electroCore’s technological capabilities, enhancing its commercial asset base, and driving revenue growth through the addition of Quell product lines. The transaction is expected to close in the first quarter of 2025, subject to approval by NURO shareholders and regulatory requirements.

For additional details on the merger and the financial terms, interested parties can refer to the complete Form 8-K filing with the SEC. This acquisition marks a significant step for electroCore in its journey towards becoming a leading player in bioelectronic medicine and wellness.

The full text of the press release and detailed information on the transaction can be found in the Form 8-K filing submitted by electroCore to the SEC.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read electroCore’s 8K filing here.

About electroCore

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electroCore, Inc, a commercial stage bioelectronic medicine and wellness company, provides non-invasive vagus nerve stimulation technology platform in the United States, the United Kingdom, and internationally. The company is developing gammaCore, a prescription only handheld device intended for regular or intermittent use for the acute treatment of pain associated with migraine and episodic cluster headache, as well as for the treatment of hemicrania continua and paroxysmal hemicrania.

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