Vancouver, British Columbia--(Newsfile Corp. - April 23, 2018) - Verisante Technology, Inc. (TSXV: VRS) (OTCQX: VRSEF) (the "Company" or "Verisante"), is pleased to announce it has entered into a Letter of Intent with Myanmar based SIM Co. Ltd. ("SIM") dated April 17, 2018, whereby the parties intend to negotiate a Definitive Agreement to complete a business combination by way of a transaction that will constitute a reverse takeover of the Company by SIM (the "RTO"). The resulting issuer that will exist upon completion of the transaction would change its business from medical device manufacturing to land development of an Offshore Supply Base to service the oil and gas industry in the Ayarwaddy region of Myanmar.
Verisante also intends to continue to seek out strategic partners to take over the development of the Raman technology for cancer detection as the Company moves forward to completing the proposed transaction with SIM.
Shares for Debt and Private Placement
As a result of the LOI, the Company has converted $757,709.10 in loans outstanding into 15,154,182 common shares at a price of $0.05 per share to Peter Xu (the "Lender"), who will end up with 13% of the total outstanding shares of the Company once the shares are issued. The shares are subject to a 4 month holding period, expiring on August 18, 2018. The Company has also approved a private placement for 200,000 common shares at a price of $0.05 per share for gross proceeds of $10,000. The private placement shares are subject to a 4 month holding period from the date of distribution.
The shares for debt transaction and private placement are subject to approval of the Tsx Venture Exchange.
Change in Management
Thomas Braun will remain with the Company as interim CEO and Director to negotiate the Definitive Agreement and until the completion of the RTO. Karen Boodram, one of the Company's Directors, and Anna Trinh, the Company's CFO, have resigned. Peter Xu will replace Anna Trinh as the Company's CFO, and Mr. Xu and Mr. John Li have been appointed to the Board of Directors.
The Board and management of the Company would like to thank Karen and Anna for their service and dedication to the Company.
About Zi Cheng (Peter) Xu
Peter Xu is the Founder and the President of Mican Investment Service Co., Ltd based in Yangon, Myanmar (2015). As Myanmar opened up in recent years with enormous growth potential, Mr. Xu is among the earliest foreign financial specialists in Myanmar and is experienced to offer one-stop financing & investing solutions, business development advisory services to Myanmar companies. Peter obtained a Bachelor of Commerce (Energy Finance) degree from the University of Calgary.
About Guangyu (John) Li
John Li is the chief representative of Kunming Pharmaceutical Group (Stock Symbol: 600422) for the Myanmar region. Mr. Li is the CEO of Mican Investment Service Co., Ltd, and is the Vice Secretary General of China Enterprises Chamber of Commerce in Myanmar. John founded the first WechatService Account in Myanmar (2014) named "Myanmar Investment" providing local political, economic, and investment related info to Chinese investors. He has extensive experience in the region having lived in Myanmar for 12 years.
About Ayarwaddy and SIM Co. Ltd.
Ayarwaddy is located in South West of Myanmar, at the center of an emerging oil and gas industry where drilling and production activities are growing in the Bay of Bengal, Andaman Sea and Gulf of Martaban. Myanmar currently has no infrastructure to support offshore oil and gas wells, with companies presently using facilities in Thailand or Singapore.
SIM Co. Ltd. is an infrastructure development company based in Yangon, Myanmar. SIM owns 130 acres of land in the Ayarwaddy region, 30 acres of which have been allotted to Phase 1 of an Offshore Supply Base project to develop the land to service the emerging oil and gas industry in Myanmar. SIM has already obtained the necessary government permits and approvals to begin construction. An independent valuation using international certified valuators assigned a current valuation of US$39 million to the 30 acres land allotment and permit assets.
The TSX Venture Exchange has neither approved nor disapproved of the contents of this press release. Neither the 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 press release.
Thomas Braun, President & CEO
Verisante Technology, Inc.
Telephone: (604) 605-0507
Email: [email protected]
Forward Looking Statements
This release contains forward-looking statements, including, but not limited to, statements regarding the future commercialization of medical devices, the market demand for these products and the proprietary protections the Company will obtain with regard to the technology, all of which statements are subject to market risks, and the possibility that the Company will not be able to obtain patent protection or obtain sufficient customer demand. These statements are made based upon current expectations and actual results may differ from those projected due to a number of risks and uncertainties.