Mr. Michael Withrow reports
BI-OPTIC TO ACQUIRE LED LIGHTING ASSETS
Bi-Optic Ventures Inc. has entered into an asset purchase agreement with Robert Huston, Growthstar Technologies Inc. and Ultimate Energy Savings Canada Inc., whereby Bi-Optic will acquire certain LED (light-emitting diode) lighting equipment and intellectual property. Both Growthstar and Ultimate Energy are privately held British Columbia corporations based in Vancouver.
Bi-Optic anticipates utilizing the assets acquired in the acquisition to establish a business in which it develops and markets LED lighting technology for use by the agricultural industry, retail consumers and government agencies. As consideration for the acquisition, Bi-Optic will pay $60,000 and issue 1.5 million common shares.
Prior to closing of the acquisition, it is anticipated that Bi-Optic will apply to list its common shares for trading on the Canadian Securities Exchange and voluntarily delist its shares from the TSX Venture Exchange. On closing of the acquisition, it is anticipated that Bi-Optic will change its name to Arcturus Growthstar Technologies Inc. and will reconstitute its board of directors to include Robert Huston, Mike Withrow, Harry Chew and Scott McDermid, with Mr. Huston serving as chief executive officer.
Closing of the acquisition remains subject to a number of conditions, including the completion of satisfactory due diligence; receipt of any required shareholder, regulatory and third party consents; the CSE having conditionally accepted the listing of the company's common shares; the TSX-V having agreed to voluntarily delist the company's common shares; and the satisfaction of other customary closing conditions. Additional information regarding the acquisition will be made available under the company's profile on SEDAR as such information becomes available.
The acquisition cannot close until the required approvals are obtained, and the company's common shares have been delisted from the TSX-V. There can be no assurance that the acquisition will be completed as proposed or at all, or that the company's common shares will be listed and posted for trading on any stock exchange. Trading in the company's common shares will remain halted.
We seek Safe Harbor.
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