CorMedix (CRMD) Proxy filing summary

Executive summary

• Definitive agreement to acquire substantially all Heron assets, including four marketed products and a development license; acquired products had Q3 2026 LTM net revenue of ~$150 million.

• Expected to be immediately accretive to earnings and free cash flow upon closing; annualized operating cost synergies of $45 million–$60 million targeted by year-end 2027.

• Pro forma 2026E revenue projected at $465 million–$490 million; anticipated closing in Q1 2027, subject to required approvals and customary conditions.

Voting matters and shareholder proposals

• Heron stockholder approval is a condition to the proposed acquisition; closing is anticipated in Q1 2027, subject to regulatory approvals and other customary closing conditions.

• Both boards unanimously approved the transaction.

Board of directors and corporate governance

• Heron has the right to name one new board member, subject to a governance agreement.

• Heron and Rubric governance agreements restrict certain actions and set terms and timing for sales of their CorMedix share positions.