Avidus Management Group Inc. (TSX-V: AVD; "Avidus" or the "Company") is pleased to announce that further to its news release of July 16, 2014, it has completed the acquisition of substantially all of the assets of Truestar Health Inc. ("Truestar"), a Toronto based network-marketing company (the "Acquisition").
Under the terms of the Asset Purchase Agreement, Avidus completed the Acquisition for an aggregate purchase price (not including value of inventory) of CAD$6 million. CAD$500,000 of the purchase price was paid upon closing of the Acquisition and the remaining CAD$5.5 million will be paid based upon a 5% royalty override on Truestar's revenue. Avidus will pay for existing Truestar inventory as products are sold. The 5% royalty override does not begin until after current Truestar inventory is sold.
As part of the Acquisition, Avidus is acquiring Truestar's proprietary software system that allows distributors and customers to create customized nutritional, diet and exercise plans around Truestar's 30 plus products.
In addition, Avidus announces, that it has completed the first tranche of its previously announced non-brokered private placement (the "Private Placement") of units of the Company (each a "Unit") at a subscription price of CAD$0.10 per Unit. A total of 7,091,700 Units were issued under the first tranche closing for gross proceeds of CAD$709,170. Each Unit consists of one common share and one common share purchase warrant (a "Warrant"), each Warrant entitles the holder thereof to purchase an additional common share of the Company at an exercise price of $0.20 per common share for a period of 3 years from the date of issue.
All securities issued under the Private Placement are subject to a four‐month hold period expiring November 26, 2014, during which time the securities may not be traded. The proceeds of the Private Placement have been used to fund the Acquisition and for general working capital.
Avidus Management Group Inc.