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MarketScreener Homepage  >  Equities  >  Nasdaq  >  OpGen, Inc.    OPGN

OPGEN, INC.

(OPGN)
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OPGEN INC : Other Events (form 8-K)

04/16/2020 | 04:18pm EST

Item 8.01 Other Events.

On April 1, 2020, OpGen, Inc. (the "Company") completed its business combination transaction (the "Transaction") with Curetis N.V., a public company with limited liability under the laws of the Netherlands, as contemplated by the Implementation Agreement, dated as of September 4, 2019, by and among the Company, Curetis N.V., and Crystal GmbH, a private limited liability company organized under the laws of the Federal Republic of Germany and wholly owned subsidiary of the Company. Pursuant to the Implementation Agreement, Crystal GmbH acquired all of the shares of Curetis GmbH, a private limited liability company organized under the laws of the Federal Republic of Germany and wholly owned subsidiary of Curetis N.V. ("Curetis GmbH") and certain other assets and liabilities of Curetis N.V, and the Company paid, as consideration to Curetis N.V., 2,028,208 shares (the "Consideration Shares") of the Company's common stock, par value $0.01 per share (the "Common Stock"). Such Consideration Shares are registered on the Company's Registration Statement on Form S-4, as amended (File No. 333-234657) (the "Registration Statement") declared effective on January 23, 2020.

This Current Report on Form 8-K is being filed solely for the purpose of amending the "Distribution of OpGen Shares and Winddown of Curetis N.V." section of the proxy statement/prospectus that forms a part of the Registration Statement.

DISTRIBUTION OF OPGEN SHARES AND WINDDOWN OF CURETIS N.V.

As contemplated by the Implementation Agreement, Curetis N.V. expects, as soon as practicable after the closing of the Transaction, to distribute a portion of the Consideration Shares to Curetis N.V. shareholders and to wind up its affairs. Curetis N.V. has not yet adopted a formal plan of distribution and dissolution. In connection with such plan of distribution and dissolution, Curetis N.V. expects to sell, in open market transactions, up to 20% of the Consideration Shares issued to Curetis N.V. at the closing of the Transaction in order to fund the expenses of its distribution and dissolution. The sale of such Consideration Shares in order to fund such distribution and dissolution of Curetis N.V. was approved by the shareholders of Curetis N.V. at its extraordinary general meeting held on March 10, 2020 in order to approve the Transaction. Curetis N.V. is solely responsible for the distribution of the Consideration Shares to the shareholders of Curetis N.V.

Additional Information and Where to Find It

In connection with the transactions contemplated by the Implementation Agreement, OpGen filed the Registration Statement with the Securities and Exchange Commission (the "SEC"). Investors and security holders are encouraged to read the Registration Statement and any other relevant documents filed with the SEC, including the proxy statement/prospectus that forms a part of the registration statement. Such documents contain important information about the Transaction. Investors and security holders will be able to obtain the documents free of charge at the SEC's website, www.sec.gov, or from the Company at its website, www.opgen.com.

© Edgar Online, source Glimpses

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Financials (USD)
Sales 2020 4,12 M - -
Net income 2020 -24,8 M - -
Net Debt 2020 - - -
P/E ratio 2020 -1,16x
Yield 2020 -
Capitalization 39,5 M 39,5 M -
Capi. / Sales 2020 9,58x
Capi. / Sales 2021 3,53x
Nbr of Employees 39
Free-Float 99,9%
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Income Statement Evolution
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Mean consensus HOLD
Number of Analysts 3
Average target price 5,33 $
Last Close Price 1,96 $
Spread / Highest target 188%
Spread / Average Target 172%
Spread / Lowest Target 155%
EPS Revisions
Managers
NameTitle
Oliver Schacht Chief Executive Officer & Director
Bill E. Rhodes Non-Executive Chairman
Johannes Bacher Chief Operating Officer
Timothy C. Dec CFO, Secretary & Chief Accounting Officer
Vadim Sapiro Chief Information Officer
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