Safe Supply and Origin Therapeutics Announce Signing of Definitive Agreement
Vancouver, British Columbia--(Newsfile Corp. - August 2, 2023) - Safe Supply Streaming Co. Ltd. ("Safe Supply") and Origin Therapeutics Holdings Inc. (CSE: ORIG) ("Origin") are pleased to announce that they have entered into a definitive agreement (the "Definitive Agreement") to carry out the business combination transaction (the "Transaction") previously announced by Origin on January 31, 2023 , which is expected to result in the listing of the shares (the "Resulting Issuer Shares") of the issuer that will exist upon completion of the Transaction (the "Resulting Issuer") on the Canadian Securities Exchange (the "CSE").
- Vancouver, British Columbia--(Newsfile Corp. - August 2, 2023) - Safe Supply Streaming Co. Ltd. ("Safe Supply") and Origin Therapeutics Holdings Inc. (CSE: ORIG) ("Origin") are pleased to announce that they have entered into a definitive agreement (the "Definitive Agreement") to carry out the business combination transaction (the "Transaction") previously announced by Origin on January 31, 2023 , which is expected to result in the listing of the shares (the "Resulting Issuer Shares") of the issuer that will exist upon completion of the Transaction (the "Resulting Issuer") on the Canadian Securities Exchange (the "CSE").
- The Definitive Agreement was executed among Safe Supply, Origin and the Origin Subco Limited, a wholly-owned subsidiary of Origin incorporated under the Canada Business Corporations Act (the "CBCA").
- The Definitive Agreement provides for, among other things, the triangular amalgamation pursuant to which: (i) Safe Supply will amalgamate with Origin Subco Limited under the CBCA to form one corporation ("Amalco"); and (ii) the securityholders of Safe Supply will receive Resulting Issuer Shares in exchange for securities of Safe Supply on a one-for-one basis (the "Exchange Ratio"), subject to adjustment for a Consolidation (as defined below), all in the manner contemplated by, and pursuant to, the terms and conditions of the Definitive Agreement.
- In connection with the Transaction, among other things, Origin will (i) complete a consolidation of its common shares (the "Origin Shares") on the basis of one (1) new Origin Share for four (4) old Origin Shares (the "Consolidation"); (ii) continue from the provincial jurisdiction of the Business Corporations Act (British Columbia) to the federal jurisdiction of the Canada Business Corporations Act (the "Continuance"), and concurrently (iii) change its name to "Safe Supply Streaming Co Ltd.", or such other name as may be agreed (the "Name Change").