Announcement • May 04
Telix Pharmaceuticals (Us) Inc. completed the acquisition of QSAM Biosciences, Inc. (OTCPK:QSAM) from Checkmate Capital Group LLC, Strategic Planning Assets Limited and others. Telix Pharmaceuticals (Us) Inc. signed a non-binding term sheet to acquire QSAM Biosciences, Inc. (OTCPK:QSAM) from Checkmate Capital Group LLC, Strategic Planning Assets Limited and others for $25.9 million on November 14, 2023. Telix Pharmaceuticals (Us) Inc. signed a definitive Agreement and Plan of Merger to acquire QSAM Biosciences, Inc. (OTCPK:QSAM) on February 7, 2024. Under the terms of the acquisition, Telix is expected to pay a total of $33.1 million in stock which is payable in the form of 4,369,914 Telix ordinary shares to be issued at closing and an earn-out of up to $90 million in contingent clinical and commercial milestone payments through a Contingent Value Rights (“CVR”) structure. Telix has also agreed to pay $2 million as collaboration and option fee to provide sixty days of exclusivity pending completion of diligence and execution of the Purchase Agreement. If the Proposed Acquisition does not close, the Collaboration Fee will be converted to Company common stock at $6.70 per share.
The transaction is subject to the satisfactory completion of diligence by both parties, execution of definitive agreements, regulatory approval and approval by the QSAM shareholders, lock-up agreement among other conditions. QSAM stockholders representing greater than a majority of the total voting stock of the Company have approved the merger. The transaction is expected to close in the first quarter of 2024. PricewaterhouseCoopers acted as auditor to Telix Pharmaceuticals. Newbridge Securities Corporation acted as financial advisor and fairness opinion provider to QSAM. Transfer Online, Inc. acted as transfer agent to QSAM.
Telix Pharmaceuticals (Us) Inc. completed the acquisition of QSAM Biosciences, Inc. (OTCPK:QSAM) from Checkmate Capital Group LLC, Strategic Planning Assets Limited and others on May 3, 2024. Announcement • May 03
QSAM Biosciences Files Form 15 QSAM Biosciences, Inc. has announced that it has filed a Form 15 with the Securities and Exchange Commission to voluntarily deregister its common stock under the Securities Exchange Act of 1934, as amended. The par value of the company's common stock was $0.0001 per share. Announcement • Nov 16
Telix Pharmaceuticals Limited (ASX:TLX) signed a non-binding term sheet to acquire QSAM Biosciences, Inc. (OTCPK:QSAM) for $33.1 million. Telix Pharmaceuticals Limited (ASX:TLX) signed a non-binding term sheet to acquire QSAM Biosciences, Inc. (OTCPK:QSAM) for $33.1 million on November 14, 2023. Under the terms of the acquisition, Telix is expected to pay a total of $33.1 million in stock and up to $90 million in contingent clinical and commercial milestone payments through a Contingent Value Rights (“CVR”) structure. Telix has also agreed to pay $2 million as collaboration and option fee to provide sixty days of exclusivity pending completion of diligence and execution of the Purchase Agreement. If the Proposed Acquisition does not close, the Collaboration Fee will be converted to Company common stock at $6.70 per share.
The transaction is subject to the satisfactory completion of diligence by both parties, execution of definitive agreements, and approval by the QSAM shareholders, lock-up agreement among other conditions and is expected to close in the first quarter of 2024. 
