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or Name
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Wolfeye Resource Corp (2)
Symbol WEY
Shares Issued 9,170,260
Close 2015-07-06 C$ 0.25
Market Cap C$ 2,292,565
Recent Sedar Documents

ORIGINAL: Wolfeye enters definitive deal to acquire Bionomics

2015-12-01 16:46 ET - News Release

Received by email:

File: Wolfeye - News Release announcing Definitive Agreement.DOCX

WOLFEYE RESOURCE CORP. 459 - 409 Granville Street Vancouver, British Columbia Canada  V6C 1T2 Tel: 604 328-0425/Fax: 6
--->04 328-0425
NEWS RELEASE
WOLFEYE RESOURCE CORP. ANNOUNCES DEFINITIVE AGREEMENT WITH BIONOMICS DIAGNOSTICS INC.
VANCOUVER, B.C., December 1, 2015 - Wolfeye Resource Corp. (TSX-V:  WEY) ("Wolfeye" or the "Company") is pleased to an
--->nounce that it has entered into a definitive share exchange agreement (the "Share Exchange Agreement") effective Novem
--->ber 17, 2015 to acquire (the "Acquisition") all of the issued and outstanding securities of Bionomics Diagnostics Inc.
---> ("BDI"), an arms' length private British Columbia corporation operating in the biomedical device space.
The shareholders of BDI will receive 17,000,000 common shares in the capital of Wolfeye (the "Wolfeye Shares") in exch
--->ange for the common shares of BDI (the "BDI Shares") at a deemed price of $0.25 per share (the "Share Exchange") on a 
--->pro-rata basis. In addition, BDI may undertake an equity financing to raise up to $300,000 through the sale of common 
--->shares of BDI, which could, pursuant to the terms and conditions of the Share Exchange Agreement,  result in the issua
--->nce of up to 3,000,000 additional Wolfeye Shares to be issued to shareholders of BDI.
The Acquisition is an arm's-length transaction and will constitute a reverse takeover pursuant to the policies of the 
--->TSX Venture Exchange (the "TSXV").  Subject to the fulfillment of conditions precedent of the Share Exchange Agreement
--->, and approval of the TSXV, the Acquisition is expected to close on or before January 29, 2016, or such date as Wolfey
--->e and BDI may agree.
Concurrent Financing
In connection with the Acquisition, Wolfeye will undertake a concurrent financing (the "Concurrent Financing") of unit
--->s for gross proceeds of not less than $2,000,000 at a price of $0.25 per unit (a "Unit").  Each Unit shall consist of 
--->one common share in the capital of Wolfeye (a "Share") and one common share purchase warrant (a "Warrant").  Each Warr
--->ant shall entitle the holder to acquire a Share at a price of $0.25 per Share for a period of two years from closing o
--->f the Concurrent Financing. 
Subject to regulatory approval, Wolfeye may pay finder's fees in connection with the Concurrent Financing.  
Wolfeye intends to use the proceeds of the Concurrent Financing to finance the general working capital expenses of the
---> resulting issuer. Any securities issued in connection with the Concurrent Financing will be subject to a four-month-a
--->nd-one-day statutory hold period pursuant to applicable securities laws.
In addition, based on the Concurrent Financing, the Company will be applying to the TSXV for an exemption from the TSX
--->V's sponsorship requirements. 
A copy of the Share Exchange Agreement will be filed and available from the Company's profile on SEDAR, available at w
--->ww.sedar.com.
About BDI
BDI is a corporation incorporated under the Business Corporations Act (British Columbia). It is a privately held corpo
--->ration, with assets in British Columbia.
BDI is a startup biotechnology company focused on building fully automated instruments for rapid pathogen detection. T
--->he instrument will be easily operated by a layperson, allowing BDI to place these instruments at the site of sample co
--->llection, whether inside of food processing plants or inside hospitals.  The instrument will return results in approxi
--->mately 1 hour, and screen for multiple pathogens at the same time.  To commercialize this technology, BDI has secured 
--->an exclusive license from Lawrence Livermore National Security, LLC, a U.S. company that manages and operates Lawrence
---> Livermore National Laboratory for the U.S. Department of Energy.
About Wolfeye
Currently, Wolfeye is a natural resource company engaged in the acquisition and exploration of mineral properties. It 
--->is anticipated that following the closing of the Acquisition it will cease resource-related activities, and carry on t
--->he business of BDI in the life sciences sector.
Trading of Wolfeye Shares will remain halted until completion of the Acquisition or until satisfactory documentation i
--->s filed with the exchange. Additional information about the transaction will be provided by way of a subsequent news r
--->elease. 
For further information please contact:
Yari Nieken Director Tel: 604-328-0425
Completion of the transaction is subject to a number of conditions, including due diligence; execution of definitive d
--->ocumentation; regulatory approval, including exchange acceptance; and disinterested shareholder approval. The transact
--->ion cannot close until the required regulatory and shareholder approvals are obtained. There can be no assurance that 
--->the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the disclosure document to be prepared in connection with the tra
--->nsaction, any information released or received with respect to the transaction may not be accurate or complete and sho
--->uld not be relied upon. Trading in the securities of the company should be considered highly speculative. 
The TSX Venture has in no way passed upon the merits of the proposed transaction and has neither approved nor disappro
--->ved the contents of this press release.



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