MONTREAL, QUEBEC--(Marketwired - April 10, 2017) - Relevium Technologies Inc. (TSX VENTURE:RLV)(FRANKFURT:6BX) (the "Company" or "Relevium") a consolidator of e-commerce assets in Health and Wellness announced today that pursuant to the announcement made on December 22, 2016 and March 20, 2017, the Company executed a definitive agreement ("the APA") for the transaction to acquire BioGanix Limited ("BGL").
According to the terms of the definite agreement, Relevium will be acquiring certain assets of BioGanix including inventories, e-commerce platforms, logistics platforms and marketing software, trade names, trade- marks, trade secrets, licenses, inventions and technology relating to the entire current product line and pipeline of products in development. The transaction excludes all current and future liabilities. The aggregate purchase price of US$4.45 million, consisting of US$2.7 million in cash, US$200,000 in shares at the price of the concurrent financing and US$1.55 million two-year vendor take back convertible note carrying a yearly interest rate of 8% payable quarterly. The note allows the holder to convert after an initial period of 12 months into common stock at a strike price of $0.1396.
The transaction is subject to the closing of the concurrent financing and final approval by the TSX Venture Exchange.
Aurelio Useche, CEO of Relevium Technologies Inc. stated, "The execution of the definitive agreement represents an important stepping stone in the closing of the transaction and it is the result of months of work and cooperation between the parties in ensuring a smooth process." Mr. Useche continued: "Both teams will now endeavor and turn their full attention to the transition process, the closing of the concurrent financing and obtaining the final approval of the TSX venture Exchange".
About Relevium Technologies Inc.
Relevium is a TSXV listed company focused on growth through the acquisition of businesses, products and/or technologies with a focus on e-commerce in the growing health and wellness sector, specifically under three important verticals: Pain Relief, Recovery and Performance. Relevium Technologies Inc. currently holds patented intellectual property for application of static magnetic fields on direct-to-consumer devices, which aid in decreasing pain, improving recovery time and enhancing overall physical performance.
BioGanix was founded with customer results in mind, to provide the best quality, best researched, and most potent formulas at competitive prices, while providing excellent and personal customer care. BioGanix puts our customers first, and do everything we can to keep them happy.
BioGanix prides itself on using only the best and purest ingredients in our manufacturing processes. BioGanix only provides premium quality products, and doesn't cut any corners in manufacturing processes. All BioGanix products have been 3rd Party Laboratory tested and verified, and are manufactured in GMP Certified and FDA inspected facilities in the USA.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain statements and information that may constitute forward-looking information within the meaning of applicable Canadian securities laws or forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. All statements in this news release, other than statements of historical facts, including statements regarding future estimates, plans, objectives, assumptions or expectations of future performance, including the timing and completion of the proposed acquisitions, are forward-looking statements and contain forward-looking information. Generally, forward- looking statements and information can be identified by the use of forward-looking terminology such as "intends" or "anticipates", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would" or "occur". Forward-looking statements are based on certain material assumptions and analysis made by the Company and the opinions and estimates of management as of the date of this press release, including the assumptions that the Company will obtain stock exchange approval of the Offering, the proposed acquisition will occur as anticipated, that the Company will raise sufficient funds, and that the Company will obtain all requisite approvals of the acquisition. These forward- looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements or forward-looking information. Important factors that may cause actual results to vary, include, without limitation, the risk that the proposed acquisitions may not occur as planned; the timing and receipt of requisite approvals and failure to raise sufficient funds under the Offering. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward- looking statements and forward-looking information. Readers are cautioned that reliance on such information may not be appropriate for other purposes. The Company does not undertake to update any forward-looking statement, forward- looking information or financial outlook that are incorporated by reference herein, except in accordance with applicable securities laws. We seek safe harbor.
On Behalf of the Board of Directors
RELEVIUM TECHNOLOGIES INC.
SIGNED "Aurelio Useche", President and CEO.