NextPlat to acquire Progressive Care at $2.20/share; exchange ratio ~1.49 NextPlat shares per Progressive share

Progressive Care Inc.

NextPlat (NXPL) subsidiary will merge with Progressive Care (RXMD); shareholders receive NextPlat shares at $2.20 per Progressive share, based on $1.48 NextPlat 20-day VWAP.
Transaction unanimously approved by both boards; special committees negotiated independently; expected to close Q3 2024 subject to stockholder and regulatory approvals.
NextPlat already owns ~53% of Progressive Care voting stock; deal simplifies structure and expects cost reductions from eliminating public company expenses.
Lock-up agreements signed with directors and officers of both companies during interim period, prohibiting stock sales.
Merger Agreement includes customary representations and termination provisions, including if not closed by September 30, 2024.

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

Progressive Care Inc. entered into Merger Agreement and Plan of Reorganization with NextPlat Corp (effective 2024-04-12).

Action: entry
Agreement: merger
Counterparty: NextPlat Corp
Effective: 2024-04-12

Exact text from the filing

On April 12, 2024, Progressive Care Inc., a Delaware corporation (the “ Company ”) entered into a Merger Agreement and Plan of Reorganization (the “ Merger Agreement ”) with NextPlat Corp

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Source: SEC EDGAR

accession 0001437749-24-012316

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