QUEBEC, March 14, 2013 /CNW/ - Botaneco Corp. ("Botaneco" or the "Company") (TSXV: BOT), a leading natural specialty ingredients company providing key ingredients to the food and personal care industries announces it has entered into an agreement (the "Agreement") dated effective February 14, 2013 with its wholly-owned subsidiary, Botaneco Specialty Ingredients Inc. ("BSI"), Concept Capital Management LTD. (formerly 1710227 Alberta Ltd., ("Concept")) and AVAC Ltd. ("AVAC") for the arm's length sale of substantially all of the assets of BSI to Concept.
Pursuant to the terms of the Agreement, Concept will acquire (the "Acquisition") all right, title and interest in substantially all of BSI's assets for consideration acceptable to the Company and BSI , subject to adjustments on account of working capital and for certain of BSI's accounts payable (the "Purchase Price"). On closing of the Acquisition, BSI has agreed to deliver to Concept an irrevocable direction to pay the Purchase Price to AVAC in satisfaction of certain obligations owed by the Company to AVAC.
The purchased assets are comprised of cosmetic oleosomes ingredients manufacturing equipment, office equipment, customer accounts and trade information related to BSI's oleosomes cosmetic business located in Calgary. Closing of the Acquisition is currently expected to occur on or about March 19, 2013 or such later date as may be determined by the parties in accordance with the terms and conditions of the Agreement. Closing is subject to a number of conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the Exchange.
The Company's oleosomes technology was licensed to the Company by Concept, thus the Company is pleased that Concept is purchasing the assets as this will bring stability to BSI's existing customers.
With the conclusion of this Acquisition, the Company will focus in the business, operations and growth in Natunola Health Inc., a wholly- owned subsidiary of the Company based in Winchester, Ontario
About the Company:
This press release contains forward-looking information. More particularly, this press release contains statements concerning the closing of the Acquisition. Although the Company believes in light of the experience of its officers and directors and other factors that have been considered appropriate that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Forward-looking information involves known and unknown risks, uncertainties, assumptions and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligations to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
Completion of the Acquisition is subject to a number of conditions, including but not limited to, Exchange acceptance. There can be no assurance that the Acquisition will be completed as proposed or at all.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Botaneco Corp.
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