JanOne acquires Soin Therapeutics in up to $30M stock deal for CRPS naltrexone drug

AI Financial Corp

All-stock acquisition valued at initial $13M, with potential earn-out up to $30M based on product revenues.
Product is low-dose naltrexone for Complex Regional Pain Syndrome (CRPS); FDA granted Orphan Drug Designation.
Dr. Amol Soin, founder, becomes Chief Medical Officer for at least six months post-closing.
Issued 100,000 shares of Series S Convertible Preferred Stock (stated value $300/share) with conversion restrictions.
Orphan designation provides tax credits, fee exemptions, and potential 7-year market exclusivity upon approval.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

AI Financial Corp entered into Agreement and Plan of Merger with STLLC and Amol Soin, M.D. valued at initial value of $13,000,000 (effective 2022-12-28).

Action: entry
Agreement: merger
Counterparty: STLLC and Amol Soin, M.D.
Value: initial value of $13,000,000
Effective: 2022-12-28

Exact text from the filing

The acquisition was memorialized by an Agreement and Plan of Merger, dated as of December 28, 2022 (the “Merger Agreement”), by and among STLLC, Amol Soin, M.D., the sole stockholder of STLLC (“Dr. Soin”), our Merger Sub, and us.

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Source: SEC EDGAR

accession 0000950170-23-000135

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