Commure, Inc. entered into an agreement and plan of merger to acquire Augmedix, Inc. (NasdaqCM:AUGX) from Redmile Group, LLC, Hinsight-Augx Holdings, Llc and others for approximately $120 million on July 19, 2024. Under the terms of the agreement, Commure will acquire all outstanding shares of Augmedix common stock for a cash consideration of $2.35 per share. The transaction is expected to be funded from Commure?s cash on hand and available liquidity. Upon completion of the transaction, Augmedix?s common stock will no longer be publicly listed, and Augmedix will become a wholly-owned subsidiary of Commure. Augmedix will be required to pay Commure a termination fee of $5.24 million, in case Augmedix terminates the transaction.

The transaction is expected to close in late Q3 or early Q4 of 2024. The transaction is subject to approval by Augmedix stockholders and the satisfaction of other customary closing conditions. Augmedix?s Board of Directors unanimously approved the transaction. The board of directors of Commure have approved the agreement. Stockholders representing approximately 38% of the Augmedix?s voting power have signed the voting agreements to vote in favor of the transaction. Evercore Group L.L.C. acted as financial advisor to Augmedix and provided fairness opinion to the Augmedix' Board. John M. Rafferty and Michael G. O?Bryan of Morrison & Foerster LLP acted as legal advisor to Augmedix. Marshall P. Shaffer, P.C., Christian A. Atwood, P.C., Dave Gusella, P.C. and David (Davi) Sacco of Kirkland & Ellis LLP acted as legal advisor and Morgan Stanley & Co. LLC acted as financial advisor to Commure.