News

03.08.2024

Sheppard Mullin’s Corporate practice has closed several transactions recently:

Financings

• Representing the Special Committee of the Board of Directors of Great Ajax Corp (NYSE: AJX) in its one-year loan agreement with a subsidiary of Rithm Capital Corp. (NYSE: RITM) for up to $70 million. Rithm is a global asset manager focused on real estate, credit and financial services, and Great Ajax is a real estate investment trust. The transaction is led by partners Richard Friedman and John Hempill. (February 26)

Mergers & Acquisitions

• Advised Aditxt Inc., an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system, in its Agreement and Plan of Merger with Adicure, Inc., a wholly owned subsidiary of Aditxt, and Evofem Biosciences, Inc., pursuant to which Aditxt will acquire Evofem in consideration of the issuance of a combination of common stock and preferred stock, and the assumption of certain senior indebtedness, having an aggregate amount of approximately $100 million. The deal was led by partners Richard Friedman and John Hempill. (December 11)
• Represented Aditxt, Inc. in a second transaction in connection with its Asset Purchase Agreement with Pearsanta, Inc., a majority owned subsidiary of Aditxt, and MDNA Life Sciences, Inc., pursuant to which Pearsanta acquired MDNA’s proprietary, early disease and cancer detection platform. The deal was led by partner Richard Friedman. (December 17)
• Advised Hanwha Foodtech, a food service leader in the application of robotics and artificial intelligence, in its acquisition of U.S.-based robot pizza brand, Stellar Pizza, which is owned by Serve Automation. Stellar Pizza's fully automating pizza-making robots can produce a 12-inch pizza in just five minutes and manage multiple orders simultaneously. The deal was led by partner Jennifer Lee and included partners Ori Katz and Michael Lauter, associates Rabia A. Paracha and Michelle Wisniewski and attorney Jay Lee. (March 4)

Public and Private Offerings

• Represented Aditxt Inc. in connection with a $6 million private placement of Common Stock and Warrants. The deal team was led by partner Richard Friedman, special counsel Sean Reid and associate Emily Mastoloni. (January 4)
• Represented Sidus Space, Inc., a multi-faceted space and data-as-a-service company, in two separate public offerings of Common Stock in the amounts of $5.63 million and $7.9 million. The transactions were led by partner Jeffrey Fessler and special counsel Sean Reid. (January 29)
• Advised FT Global Capital, Inc. as placement agent in connection with China Natural Resources, Inc.’s $3.37 million registered direct offering of common stock. The transaction was led by partners Stephen Cohen and Richard Friedman and associate Emily Mastoloni. (February 21)
• Represented ThinkEquity as placement agent in connection with BioVie Inc’s $21 million public offering of Common Stock and Warrants. BioVie Inc. (Nasdaq: BIVI) is a clinical-stage company developing innovative drug therapies to treat chronic debilitating conditions including liver disease and neurological and neuro-degenerative disorders. The deal team included partners Jeffrey Fessler, Stephen Cohen and Jing Liu, associates Paul Chang and Audrey Mercer and law clerk Ashton Wiebe. (March 6)