Company Announcements

FORT WORTH, Texas , July 21, 2025 /PRNewswire/ -- PharmChem, Inc.("PharmChem" or the "Company") (OTC: PCHM) the leading provider of sweat patches to detect drugs of abuse, today announced that the Company has entered into a definitive agreement to be acquired by Alcohol Monitoring Systems, Inc.  Under the terms of the agreement, PharmChem shareholders will receive $3.75 per share in cash. 

The $3.75 per share price is a 22% premium to the $3.07 per share closing price on January 31, 2025, just prior to the Company's announcement that it was exploring strategic alternatives.  "The successful outcome of the strategic alternatives process validates the Board's belief that PharmChem and its products are well positioned in the industry and that the Company would be more valuable as part of a larger company than as a stand-alone entity," stated Board Chairman Tim Eriksen. 

Interim CEO, Thompson Clark noted, "We conducted a robust process, had a number of interested parties and indications of interest, and are pleased that we were able to have PharmChem join with a company where the product's reach can be expanded, our customers better served, and our employees have more opportunity to grow.  It is not every day that a deal is achieved that is a win for all stakeholders, but this is one of those days." 

Alcohol Monitoring Systems, Inc.'s CEO, Chris Linthwaite said, "Our core mission is improving human lives and overall public safety through compliance based products and services. This acquisition expands our organizational capabilities into drug testing and complements our industry leading portfolio of alcohol and location monitoring technologies.  Our customers are tackling tremendous complexity in accomplishing their public safety mission and SCRAM Systems is committed to expanding our capabilities to meet these growing needs."

The transaction is subject to approval of PharmChem's shareholders and other customary closing conditions and is expected to close before the end of the third quarter. The proposed transaction was unanimously approved by the PharmChem board of directors.  The Company is in receipt of support agreements related to 52% of outstanding shares.  Information related to the shareholder vote will be issued in the coming days. 

If shareholders have questions, please email our CFO Shana Veale at sveale@pharmchem.com.

Tim Eriksen
Chairman of the Board

About PharmChem, Inc.
PharmChem, Inc. ("PharmChem") (OTC: PCHM), headquartered in Fort Worth, TX, is the manufacturer and sole source provider of the PharmChek® Drugs of Abuse Sweat Patch.

Safe Harbor for Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The statements contained in this communication that are not purely historical are forward-looking statements.  These forward-looking statements contain words such as, but not limited to, "expect," "anticipate," "estimate," "believe," "will," "may" or "might" and variations of such words and similar expressions. Such statements are subject to risks and uncertainties that are often difficult to predict and beyond the Company's control and could cause the Company's results to differ materially from those described. These risks and uncertainties and other factors include, but are not limited to, risks associated with this transaction, including the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement; the inability to complete the transaction due to the failure to satisfy the conditions to completion of the transaction; the risk of litigation related to the proposed transaction; the diversion of management time from ongoing business operations and opportunities as a result of the proposed transaction; the risk of adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the proposed transaction; adverse economic conditions; unanticipated changes to key personnel; changes in legislation or governmental regulations; changes in customer preferences for our products; changes in strategic relationships; supply chain constraints and disruptions; and force majeure events. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

 

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SOURCE PharmChem, Inc.