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or Name
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Datinvest International Ltd (2)
Symbol DAI
Shares Issued 5,979,407
Close 2018-05-17 C$ 0.60
Market Cap C$ 3,587,644
Recent Sedar Documents

Datinvest enters LOI to acquire Exxel Pharma

2018-05-22 17:21 ET - News Release

Mr. Sean Davis reports

DATINVEST INTERNATIONAL TO ACQUIRE EXXEL PHARMA

Datinvest International Ltd. has entered into a letter of intent, effective May 18, 2018, pursuant to which the company has agreed to acquire all of the issued and outstanding share capital of Exxel Pharma Inc., an arm's-length party.

Exxel Pharma is a privately held biopharmaceutical company, incorporated under the laws of the Province of British Columbia, focused on the development of therapeutics for the non-addictive treatment of pain, PTSD (posttraumatic stress disorder) and substance addiction. Upon completion of the business combination, it is anticipated that Exxel Pharma will have 37,648,000 common shares and 6,324,000 share purchase warrants issued and outstanding. Pursuant to the terms of the business combination, all common shareholders of Exxel Pharma will be entitled to receive one common share of the company in exchange for every one common share of Exxel Pharma that they hold. All outstanding share purchase warrants of Exxel Pharma will also be exchanged for share purchase warrants of the company, and will be exercisable on substantially the same terms. In connection with completion of the business combination, it is anticipated that the company will change its name to Exxel Pharma Inc.

In connection with the proposed business combination, the company intends to complete a private placement financing for proceeds of not less than $4-million, through the issuance of units of the company. Further information concerning the financing will be provided by the company as it becomes available.

Exxel Pharma is working to advance two in-licensed therapeutics to the clinical stage, and is specifically targeting disease areas with significant unmet medical needs. The company aims to become the leader in therapeutics that boost natural endocannabinoid signalling by FAAH inhibition. For further information, readers are encouraged to visit the Exxel Pharma website. Further information on Exxel Pharma, including current financial statements, will be filed and posted on SEDAR upon the completion of a filing statement that will be prepared in connection with the business combination.

The business combination will constitute a reverse takeover for the company under the policies of the TSX Venture Exchange. Following completion of the business combination, it is anticipated that the company would be listed on the exchange as a Tier 2 technology issuer. Closing of the business combination is subject to a number of conditions, including the entering into of definitive agreements, the completion of the financing, receipt of all required shareholder, regulatory and third party consents, including exchange approval, and the satisfaction of other customary closing conditions. The business combination cannot close until the required approvals are obtained. There can be no assurance that the business combination will be completed as proposed or at all. If required pursuant to exchange Policy 2.2, the company will retain a sponsor in connection with the business combination.

Following completion of the business combination, the company's board will be reconstituted to include four directors to be mutually agreed upon by the parties. No loan advances have been made by the company to Exxel Pharma, and it is not anticipated that any such advances will be made prior to completion of the business combination. Trading in the common shares of the company will remain halted pending further filings with the exchange.

We seek Safe Harbor.

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