Agile Therapeutics Inc. Announces Definitive Merger Agreement with Insud Pharma, S.L.

Core Viewpoint - Agile Therapeutics has entered into a definitive merger agreement with Insud Pharma's US subsidiary, Exeltis, which will enhance its women's health and contraceptive portfolio, offering shareholders a significant premium on their shares [1][2] Company Overview - Agile Therapeutics is focused on improving women's health through innovative products, notably Twirla, a low-dose combined hormonal contraceptive patch [2][5] - The company has developed a targeted commercial platform to accelerate Twirla's growth while managing operating expenses [2] Merger Details - The merger agreement stipulates that Agile shareholders will receive $1.52 per share, representing a 356% premium to the closing share price on June 25, 2024, with a total enterprise value of approximately $45 million [1][2] - Insud Pharma will provide a line of credit of up to $8 million, secured by Agile's intellectual property, primarily to purchase inventory [3] - The transaction is expected to close in the third quarter of 2024, pending shareholder approval and other customary conditions [3] Strategic Implications - The merger is seen as a strategic move to leverage Exeltis' resources to further develop Twirla and enhance its market presence [2] - Agile's Board of Directors has unanimously approved the transaction, indicating strong internal support for the merger [3] Advisors - H.C. Wainwright & Co. served as the exclusive financial advisor to Agile Therapeutics, while Morgan, Lewis & Bockius LLP acted as its legal advisor [4]