Rodocanachi Capital, a capital pool company, has entered into an agreement with Axcelon Biopolymers to pursue a possible business combination transaction with Axcelon and its shareholders.
If the proposed transaction is completed as currently envisioned, Rodocanachi will acquire all of the issued and outstanding common shares in the capital of Axcelon in exchange for the issuance of an aggregate of 50,000,000 of common shares in the capital of Rodocanachi at a price per Rodocanachi Share equal to $0.10 (on the basis of an exchange ratio of 6.48 Rodocanachi Shares for each one Axcelon Share).
Immediately after the closing and as a result of the share exchange, Axcelon would be a direct, wholly-owned subsidiary of the resulting issuer and the Axcelon shareholders will collectively exercise control over the resulting issuer.
Rodocanachi and Axcelon, along with their advisors, will consider and confirm that a share exchange is the most effective means to structure and consummate the Proposed Transaction.
Axcelon, founded in 2001 in London and Ontario, develops proprietary medical devices for human health applications.
The company’s development and commercialization program is based on its proprietary technology for microbially-produced cellulose (MC) to generate new composite materials.
Wound dressing applications were the initial focus of Axcelon’s efforts. However, the company’s materials technology has many other potential applications including stent coating, ophthalmology, drug delivery, regenerative medicine and other medical uses.