Lucid Diagnostics terminates MSA with ResearchDx, saves ~$2.7M

Lucid Diagnostics Inc.

Mutual termination of Management Services Agreement with ResearchDx effective Feb 10, 2023.
Earnout and management fees reduced to $725,000 from ~$3,450,000, saving ~$2,725,000.
Payment satisfied via 553,436 shares of common stock; no cash required.
Termination enables full internal operation of LucidDx Labs' EsoGuard assay.
Includes mutual release and customary covenants.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Lucid Diagnostics Inc. terminated Management Services Agreement with ResearchDx, Inc. valued at Remaining earnout and management fees reduced to $725,000 from approx. $3,450,000, net savings of ap (effective 2023-02-10).

Action: termination
Counterparty: ResearchDx, Inc.
Value: Remaining earnout and management fees reduced to $725,000 from approx. $3,450,000, net savings of ap
Effective: 2023-02-10

Exact text from the filing

On February 14, 2023, Lucid Diagnostics Inc. (the “ Company ” or “ Lucid Diagnostics ”) and LucidDx Labs Inc. (“ LucidDx Labs ”), a wholly owned subsidiary of the Company, entered into an agreement (the “ Termination Agreement ”) with ResearchDx, Inc. (“ RDx ”), pursuant to which the parties mutually agreed to terminate the Management Services Agreement, dated as of February 25, 2022, by and between LucidDx Labs and RDx (the “ MSA ”), without cause. The termination was effective as of February 10, 2023.

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Source: SEC EDGAR

accession 0001493152-23-005454

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