ROCKAWAY, N.J., Dec. 17, 2024 (GLOBE NEWSWIRE) — electroCore, Inc. (Nasdaq: ECOR), a commercial-stage bioelectronic medicine and wellness company, announced today it has entered into a definitive agreement to acquire NeuroMetrix, Inc. (Nasdaq: NURO), including its Quell platform, positioning itself as a diversified, commercial-scale player in non-invasive health and wellness treatments.
NURO is a commercial stage healthcare company that develops and commercializes neurotechnology devices to address unmet needs in the chronic pain and diabetes markets. It has two product categories:
- Quell®: a wearable, app and cloud-enabled neuromodulation platform that is indicated for the treatment of fibromyalgia symptoms (Quell Fibromyalgia) and lower-extremity chronic pain (Quell 2.0); and
- DPNCheck®: a point-of-care screening test for peripheral neuropathy, which product line is expected to be divested by NURO prior to consummation of the acquisition
The acquisition of NeuroMetrix will accelerate electroCore’s efforts to become a significant player in the bioelectronic health and wellness sector by expanding its product portfolio of non-invasive therapies for medical conditions and general wellness product offerings, while expanding its technological capabilities through the Quell mobile application and health cloud platform. The transaction does not include the DPNCheck technology and business, which is expected to be divested by NeuroMetrix prior to closing of the transaction.
“We are confident we can leverage our established distribution channels, especially the VA Hospital System, to accelerate adoption of the Quell Fibromyalgia solution,” stated Dan Goldberger, CEO of electroCore, inc. “NeuroMetrix has spent many years developing the Quell commercial asset, and electroCore has developed a strong commercial organization for our own prescription and direct-to-consumer nerve stimulation solutions. This acquisition will immediately increase our addressable market, and diversify our portfolio of non-pharmaceutical, non-invasive nerve stimulation offerings. We are incredibly excited to add the Quell product lines to our portfolio and we expect this acquisition to be accretive to our top and bottom lines. Following the transaction, we expect ECOR to be the leading publicly traded neuromodulation platform focused on wellness and chronic pain.”
U.S. consumers spend nearly $20 billion annually out-of-pocket for chronic pain treatments. Approximately 6% of US adults suffer from Fibromyalgia, with few treatment options. Quell Fibromyalgia is a prescription, non-invasive, nerve stimulation device that is FDA-authorized, covered by 27 issued U.S. patents, and is enabled by a proprietary, custom designed microchip that provides flexible, precise, high-power nerve stimulation in a form factor the size of a credit card.
NeuroMetrix Historical Financial Results
For the three months ended September 30, 2024, NURO reported:
- Total revenue of $600,000
- Quell revenue of $184,000, a 50% increase over the year ago period in 2023
- Operating expenses of $2.1 million
- Net loss of $1.5 million
The transaction has been unanimously approved by the boards of directors of both companies and is expected to close around the end of the first quarter of 2025. Consummation of the transaction is subject to approval by the shareholders of NURO, and the filing with the Securities and Exchange Commission (the “SEC”) of NURO’s Form 10-K with respect to the fiscal year ended December 31, 2024, in addition to certain customary closing conditions.
Additional information on the transaction can be found in a Current Report on Form 8-K filed by electroCore, Inc. with the SEC.
Transaction and Integration
ECOR will purchase all of the outstanding shares of NURO for the equivalent of NURO’s balance of net cash at the closing of the transaction, after deduction of certain management compensation payments and other severance costs, transaction expenses and other accrued liabilities. NURO stockholders will also receive one non-tradeable contingent value right (the “CVR”) per share of NURO common stock owned. Each CVR will represent the right to receive (i) certain future net proceeds from any divestiture of NURO’s DPNCheck platform that is consummated prior to the closing of the transaction with electroCore and (ii) certain royalties, up to an aggregate maximum of $500,000, on net sales of prescription Quell® products over the first two years following the closing of the transaction.
NURO stockholders will be paid cash at closing. The merger consideration is expected to be paid with cash on hand of the combined company after the consummation of the acquisition. The transaction is not expected to be materially dilutive to ECOR cash or equity at close.
“We plan to focus immediately on growing the prescription Quell Fibromyalgia business through our existing channels, driving both scale and efficiency,” added Mr. Goldberger. “We believe revenue growth from the Quell product line can be accelerated quickly in our established channels and longer term, we are excited about possible label extensions, as well as leveraging the Quell mobile app platform. Sales and Marketing Expense of the combined Company will continue to scale with revenue (primarily commissions) but we expect there to be relatively little long-term impact on other elements of electroCore operating expenses in 2025 and beyond.”
About NeuroMetrix, Inc.
NeuroMetrix, Inc. is a commercial stage healthcare company that develops and commercializes neurotechnology devices to address unmet needs in the chronic pain and diabetes markets. The company’s products are wearable or hand-held medical devices enabled by proprietary consumables and software solutions that include mobile apps, enterprise software and cloud-based systems. The company has two commercial brands. Quell® is a wearable neuromodulation platform. DPNCheck® is a point-of-care screening test for peripheral neuropathy.
For more information, visit www.neurometrix.com.
About electroCore, Inc.
electroCore, Inc. is a commercial stage bioelectronic medicine and wellness company dedicated to improving health through its non-invasive vagus nerve stimulation (“nVNS”) technology platform. Our focus is the commercialization of medical devices for the management and treatment of certain medical conditions and consumer product offerings utilizing nVNS to promote general wellbeing and human performance in the United States and select overseas markets.
For more information, visit www.electrocore.com.