Inrad Optics to be acquired by Luxium Solutions for $1.10 per share, ~$19M total

Inrad Optics, Inc.

Per share cash consideration of $1.10; total enterprise value ~$19M including assumed debt.
Holders of $2.5M convertible notes (Clarex, Welland) agree to convert into common stock before vote.
Supporting stockholders holding ~40% of shares (post-conversion) enter voting agreement to support merger.
Go-shop period of 30 days; termination fee of ~$1.17M payable in certain circumstances.
Transaction expected to close by October 8, 2024, subject to stockholder approval and other conditions.

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

Inrad Optics, Inc. entered into Agreement and Plan of Merger with Luxium Solutions, LLC and Indigo Merger Sub, Inc. (effective 2024-04-08).

Action: entry
Agreement: merger
Counterparty: Luxium Solutions, LLC and Indigo Merger Sub, Inc.
Effective: 2024-04-08

Exact text from the filing

On April 8, 2024, Inrad Optics, Inc., a New Jersey corporation (" Inrad " or the " Company "), entered into an Agreement and Plan of Merger (the " Merger Agreement ") with Luxium Solutions, LLC, a Delaware limited liability company (" Parent "), and Indigo Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Parent (" Merger Sub "), providing for the acquisition of the Company by Parent.

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Source: SEC EDGAR

accession 0001104659-24-045024

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