MIAMI, March 12, 2024 – In a groundbreaking move that solidifies its position as a leader in telehealth and diagnostics, eMed, LLC (“eMed”) announced today the successful completion of its acquisition of Science 37 Holdings, Inc. (NASDAQ: SNCE) (“Science 37”) through its wholly-owned subsidiary, Marlin Merger Sub Corporation (“Purchaser”).
The acquisition marks a significant milestone for eMed as it expands its capabilities and strengthens its digital point-of-care platform. This innovative platform is designed to provide consumers with the convenience of complete testing processes in the comfort of their own homes. With verified test results and access to on-demand prescription treatment, eMed aims to revolutionize healthcare by providing expert guidance and seamless healthcare solutions.
Continental Stock Transfer & Trust Company, the depositary for the tender offer, confirmed that 4,715,950 shares of Science 37’s common stock were validly tendered and not withdrawn during the offer. This represents approximately 77.8% of Science 37’s outstanding shares of common stock. Additionally, notices of guaranteed delivery were received for 76,755 additional shares, accounting for approximately 1.3% of the outstanding shares. All validly tendered shares have been accepted for payment by Purchaser.
The acquisition will be finalized through a merger of Purchaser with and into Science 37, as approved under Section 251(h) of the Delaware General Corporation Law (the “DGCL”). Following the merger, Science 37 will become a wholly-owned subsidiary of eMed. Shareholders of Science 37, excluding those who exercised their appraisal rights, will receive $5.75 per share in cash, the same consideration received by stockholders who participated in the tender offer. It is important to note that Science 37 common stock will no longer be traded on the NASDAQ Capital Market after the merger.
This strategic move by eMed opens up new possibilities in telehealth and diagnostics, allowing a wider population to benefit from convenient and accessible healthcare solutions. By leveraging technology and specialized expertise, eMed aims to address current challenges in the healthcare industry and empower individuals to take control of their health.
Forward-Looking Statements:
This press release may contain forward-looking statements that reflect eMed’s current beliefs and expectations regarding future events. While these statements are based on reasonable assumptions, they are subject to risks and uncertainties that could cause actual results to differ materially. eMed disclaims any obligation to update these forward-looking statements based on new information or future events.
About eMed:
eMed is a pioneering telehealth and diagnostics company that has developed an advanced digital point-of-care platform. Their platform enables individuals to undergo comprehensive testing processes from the comfort of their own homes, providing accurate results and access to immediate prescription treatment. With same-day delivery and expert healthcare guidance, eMed is revolutionizing the way healthcare is delivered and empowering individuals to prioritize their well-being.
SOURCE eMed
Frequently Asked Questions:
1. What is the significance of eMed’s acquisition of Science 37?
– The acquisition marks a significant milestone for eMed as it expands its capabilities and strengthens its digital point-of-care platform. This allows eMed to provide consumers with complete testing processes in the comfort of their own homes and access to on-demand prescription treatment.
2. How many shares of Science 37’s common stock were tendered and accepted in the offer?
– A total of 4,715,950 shares of Science 37’s common stock were validly tendered and accepted for payment by eMed’s wholly-owned subsidiary, Marlin Merger Sub Corporation.
3. What will happen to Science 37 common stock after the merger?
– Science 37 common stock will no longer be traded on the NASDAQ Capital Market after the merger is finalized.
4. What consideration will Science 37 shareholders receive in the merger?
– Shareholders of Science 37, excluding those who exercised their appraisal rights, will receive $5.75 per share in cash, the same consideration received by stockholders who participated in the tender offer.
5. How does eMed aim to revolutionize healthcare?
– Through its advanced digital point-of-care platform, eMed aims to revolutionize healthcare by providing expert guidance, seamless healthcare solutions, and convenient access to testing processes and prescription treatment for individuals.
Definitions:
– Telehealth: The use of telecommunications technologies to provide healthcare services remotely, typically including video consultations, remote monitoring, and digital health records.
– Diagnostics: The process of identifying a disease or condition through various tests and examinations.
– Wholly-owned subsidiary: A company that is wholly owned and controlled by another company, also known as a parent company.
– Tender offer: A public offer made by one company to the shareholders of another company to purchase their shares at a specific price during a specified period.
– Appraisal rights: The statutory right of shareholders to have their shares valued by a court or independent valuer in certain circumstances, often in the case of a merger or acquisition.
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