Dacha signs definitive acquisition agreement with Merus Labs International Inc.

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[{"type":"text","content":"\n\n\nTORONTO, July 4, 2014 /CNW/ - Dacha Strategic Metals Inc. (TSX-V: DSM) (\"Dacha\") announced today that\n it has entered into a definitive acquisition agreement with Merus Labs\n International Inc. (\"Merus\") (TSX: MSL, NASDAQ: MSLI) pursuant to which\n Dacha will complete the balance of its previously announced investment\n of at least $11 million in Merus.\n\n\nAs contemplated by the letter agreement between Dacha and Merus that\n Dacha announced on June 10, 2014, the acquisition agreement provides\n that Merus will acquire from Dacha, in exchange for common shares of\n Merus (\"Merus Shares\"), a new subsidiary to be incorporated by Dacha\n (\"Newco\") and to which Dacha will contribute a minimum of $6 million\n cash by way of equity subscriptions.  The number of Merus Shares that\n Dacha will receive in exchange for Newco will equal Newco's cash on\n hand at closing divided by $1.70.\n\n\nOn June 12, 2014, Dacha announced that it had subscribed for $5 million\n of Merus Shares at a price of $1.70 per share as part of the bought\n deal financing that Merus completed on June 19, 2014. Therefore, upon\n completion of the transactions contemplated by the acquisition\n agreement, it is expected that Dacha will have acquired a total of at\n least approximately $11 million of Merus Shares at a price of $1.70 per\n share, and the Merus Shares will represent substantially all of Dacha's\n assets. Subject to receiving all necessary regulatory and shareholder\n approvals, Dacha intends to distribute the Merus Shares to its\n shareholders as soon as reasonably possible following completion of its\n sale of Newco to Merus with a view to ultimately winding up its\n operations. This would involve, among other things, delisting Dacha's\n shares from the TSX Venture Exchange and Dacha ceasing to be a\n reporting issuer.\n\n\nThe acquisition agreement has been unanimously approved by the Dacha\n board of directors. Completion of the transaction is conditional upon\n the conditions to closing set forth in the acquisition agreement, which\n include receipt of all necessary stock exchange approvals, receipt of\n Dacha shareholder approval and no material adverse change with respect\n to Merus Labs or Dacha. If the transaction has not been completed by\n August 31, 2014, either party may terminate the acquisition agreement.\n\n\nDacha...

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