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Nanalysis Scientific Corp
Symbol NSCI
Shares Issued 67,325,393
Close 2021-07-21 C$ 1.44
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Nanalysis acquires New York-based software company

2021-07-21 20:55 ET - News Release

Mr. Sean Krakiwsky reports

NANALYSIS ACQUIRES NEW YORK BASED SOFTWARE COMPANY

Nanalysis Scientific Corp. has acquired 100 per cent of One Moon Scientific (OMS), a New York-based magnetic resonance software company. This acquisition opens up new industry verticals for hardware sales and allows for software licensing and SAAS (software-as-a-service) revenue.

One Moon Scientific specializes in a suite of software tools to streamline and automate magnetic resonance (MR) data analysis and management. Originally developed at a leading pharmaceutical company, this advanced software platform was designed from the ground up to be a powerful platform to provide routine, high performance data processing and fill niches in MR data analysis, including machine learning and database construction/search algorithms. The founder and chief executive officer, Bruce Johnson, will remain as a consultant and will also continue his university academic research.

Sean Krakiwsky, founder and CEO of Nanalysis, said: "This acquisition will allow us to evolve our revenue model to include software licensing and software as a service (SaaS). As demand continues to increase for our hardware products, management felt it was the right time to add a complete software package to our product mix. This will position us to further penetrate certain vertical markets, such as food authentication and biological diagnostic technologies.

"Joining forces with an experienced MR software leader, such as Bruce Johnson, is a critical part of our strategy to build a fully vertically integrated NMR/MRI company focused on providing industrial solutions with necessary software layers to provide, accurate and reliable data.

"This acquisition will allow us to add important features to our current installed base and will also strengthen our position with key partners. This acquisition allows us to offer comprehensive data processing, including both AI and deep-learning algorithms, on top of our world-class hardware products."

Bruce Johnson, founder and CEO of One Moon Scientific, said: "This is a fantastic opportunity to ensure the long-term future of software I've been developing for over 25 years. The acquisition of One Moon Scientific Inc. by Nanalysis will bring new developments to the software beyond our academic work in biomolecular MR and will grow the user base of these software tools that are already used by a global community."

About the acquisition

The base consideration paid for OMS is $625,000 (U.S.), of which $275,000 (U.S.) will be paid in cash and $350,000 (U.S.) will be paid through the issuance of four promissory notes. The promissory notes are convertible at the option of Nanalysis to repay the indebtedness owing under the notes by: (i) cash; or (ii) Nanalysis shares. The former shareholders of OMS may also receive an earn-out over the three years to Dec. 31, 2024, based on future revenue growth objectives.

The closing of this transaction is subject to several customary closing conditions, such as Toronto Stock Exchange approval. The contract was signed on July 21, 2021, by all parties. Final closing is scheduled for Wednesday, July 28, 2021.

About Nanalysis Scientific Corp.

Nanalysis is an international business focused on capitalizing its proprietary technologies in nuclear magnetic resonance (NMR) that go into NMR spectrometers and magnetic resonance imaging (MRI). Nanalysis operates out of two subsidiaries, Nanalysis Corp. and RS2D SAS.

Nanalysis Corp. is an industry leader in developing and manufacturing compact NMR spectrometers for laboratory and industrial markets. Its advanced 60- and 100-megahertz spectrometers require no liquid helium or other cryogens. These devices are used by chemical professionals spanning a wide variety of industries, including oil and gas, chemical, mining, pharmaceutical, and biotechnology.

Through its European subsidiary RS2D, the company's electronic boards and software are used in conventional NMR and MRI equipment, and are being incorporated into next-generation MRI systems, as well as miniaturized MRI devices.

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