Signed Binding Merger Announcement for 100% Acquisition by Corazon Gold Corp.
We are pleased to announce that we have completed our due diligence and have signed a Binding Merger Agreement dated May 18th, 2017 with Corazon Gold Corp. (CGW: TSX-V) for 100% acquisition of NanoSphere’s issued and outstanding shares.
The terms of the acquisition are that Corazon will issue 40,000,000 common shares upon closing and an additional 19,000,000 shares upon initial commercialization of NanoSphere’s products. All common shares issued at a deemed price of $0.50 per common share to existing shareholders of NanoSphere. Corazon also intends to complete a financing of $7,000,000 CAD, for which the terms will be announced in short order.
Corazon also commissioned an extensive and independent company valuation report of our patent-pending technologies and intellectual property (IP) based on its current application in the Cannabis space. This company valuation did not take into account the three other divisions our technology is applicable to (NSAIDs (non-steroidal anti-inflammatory drugs), nutraceuticals and animal health)). This independent report concluded based on the potential of this technology and our revolutionary nature, the valuation of our Cannabis division alone is approximately $24 million CAD.
NanoSphere is also pleased to announce that we are in the process of submitting a listing statement to the Canadian Stock Exchange (CSE). This move provides greater flexibility to the company while we are developing our revenue streams and will greatly reduce initial listing and on-going pubic company costs. This move also presents opportunities for rapid expansion nationally and internationally.
We are pleased to formally announce our merger with CGC. Upon closing, NanoSphere will have controlling interest in the surviving company. This alignment provides a significant opportunity to expand its unique technology of various medical and non-medical products.