Revium Recovery, Inc. Announces Letter of Intent to Acquire LipoVac Ltd.

Rhea-AI Summary

Revium Recovery, Inc. (OTC Pink: RVRC) has signed a non-binding letter of intent to acquire LipoVac, Ltd., a private company specializing in advanced liposomal technologies. The acquisition involves an exchange of outstanding LipoVac shares for RVRC stock, resulting in LipoVac shareholders owning 20% to 40% of RVRC post-transaction. A condition for closing is a $7 million private placement by RVRC. The merger is expected to enhance shareholder value through R&D investments and strategic acquisitions, positioning the combined entity for significant growth in the biotech sector.

Positive

• Acquisition of LipoVac expected to enhance RVRC's technology portfolio.
• Potential for significant growth in shareholder value through R&D and strategic initiatives.
• LipoVac shareholders to own up to 40% of RVRC, aligning interests.

Negative

• Dependence on successful completion of a $7 million private placement before closing.
• Acquisition subject to standard closing conditions and due diligence, which may pose risks.

New York, NY, Dec. 20, 2022 (GLOBE NEWSWIRE) -- Revium Recovery, Inc. (OTC Pink: RVRC) or ("RVRC) has entered into a non-binding letter of intent to acquire LipoVac, Ltd. ("LipoVac"), a privately held company. LipoVac has recently entered into license and research agreements with Yissum Research Development Company of the Hebrew University of Jerusalem, Ltd. (“Yissum”) pursuant to which LipoVac has acquired license rights to develop and market, on a world-wide basis, a novel technology related to Liposomal Protein-Loaded Technology (LPLT) and Nano-Liposomal Particles (NLP) based technologies. In addition, LipoVac has been granted an option by Yissum for world-wide exclusive license on a range of novel liposomal therapies targeting unmet clinical needs, exercisable through the first anniversary of the execution of these agreements.

RVRC has proposed to exchange all of LipoVac’s outstanding capital stock for common stock of RVRC such that following such transaction, LipoVac shareholders will own between 20% and 40% of RVRC on a fully diluted basis, depending on the size of the private placement that Revium completes at the time of closing. A condition to closing is that Revium will complete a private placement of its securities with net proceeds to Revium of at least $7 million. The consummation of the transaction will also be subject to, standard closing conditions, including satisfactory due diligence by the parties and the entry into a definitive merger agreement. At closing, LipoVac will become a wholly-owned Israeli subsidiary of RVRC.

The combined Company anticipates executing on its strategy involving significant growth in shareholder value as the projects will be developed. This strategy includes continued R&D investment, new initiatives, as well as strategic acquisitions.

Legal Notice Regarding Forward-Looking Statements

This release includes forward-looking statements. Such statements involve risks and uncertainties which could cause actual results to differ materially from those set forth herein. No statement herein should be considered an offer or a solicitation of an offer for the purchase or sale of any securities. Although RVRC believes that the expectations reflected in the forward-looking statements and the assumptions upon which they are based are reasonable, it can give no assurance that such expectations and assumptions will prove to have been correct. Forward-looking statements, which involve assumptions and describe our future plans, strategies, and expectations, are generally identifiable by use of the words "may," "will," "should," "could," "expect," "anticipate," "estimate," "believe," "intend," or "project" or the negative of these words or other variations on these words or comparable terminology. The reader is cautioned not to put undue reliance on these forward-looking statements, as these statements are subject to numerous factors and uncertainties, including but not limited to adverse economic conditions, intense competition, entry of new competitors and products, adverse federal, state and local government regulation, inadequate capital, unexpected costs and operating deficits, increases in general and administrative costs, unanticipated losses, financial condition and stock price, inability to carry out research, development and commercialization plans and other specific risks. RVRC does not undertake any obligation to publicly update any forward looking statement. Neither RVRC nor LipoVac are subject to the reporting requirements of the Securities and Exchange Commission under the Securities and Exchange Act of 1934 as amended.

Contact:
Inna Martin, CEO
inna.martin@reviumrecovery.com

FAQ

What is the purpose of Revium Recovery's acquisition of LipoVac?

The acquisition aims to enhance Revium's technology portfolio and drive significant growth through R&D investments.

What are the expected shareholder ownership percentages after the LipoVac acquisition?

Post-acquisition, LipoVac shareholders are expected to own between 20% and 40% of Revium Recovery on a fully diluted basis.

What financial condition must Revium Recovery meet to close the acquisition?

Revium Recovery must complete a private placement yielding at least $7 million in net proceeds.

What technologies will LipoVac bring to Revium Recovery?

LipoVac specializes in Liposomal Protein-Loaded Technology and Nano-Liposomal Particles, targeting unmet clinical needs.

What are the risks associated with the acquisition of LipoVac by Revium Recovery?

Risks include the successful completion of the private placement and standard due diligence conditions.