Business
Superlatus, Inc. and TRxADE HEALTH, Inc. Sign Definitive Merger Agreement to Create a Global Strategic Platform for Food and Healthy Snack Marketplace and Distribution
NEW YORK, June 30, 2023 (GLOBE NEWSWIRE) -- Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities,
About this update from Scienture Holdings, Inc.
[{"type":"text","content":"NEW YORK, June 30, 2023 (GLOBE NEWSWIRE) -- Superlatus, Inc. (“Superlatus”), a U.S.-based holding company of food products and distribution capabilities, announced today that it has signed a definitive agreement to be acquired by TRxADE HEALTH, Inc. (NASDAQ:MEDS) (“TRxADE”), a pharmaceutical exchange platform provider (the “Merger”). Upon closing of the Merger, shareholders of Superlatus will receive an aggregate of 173,463 shares of MEDS stock, which will be comprised of (i) 136,436 shares of MEDS common stock, representing 19.99% of the total issued and outstanding MEDS common stock at the closing of the Merger, and (ii) 37,027 shares of a new class of MEDS non-voting convertible preferred stock with a conversion ratio of 100 to one, multiplied by such shareholder’s pro rata percentage ownership. In addition, MEDS plans to divest its existing operating business and assets shortly after the Merger. The Merger is subject to customary closing conditions including completion of due diligence, delivery of audited financials, approval of a continued listing by Nasdaq and completion of any regulatory approvals. Other significant closing conditions include the acquisition by Superlatus of Prestige Farms, Inc., (“Prestige”) a poultry processing business, and Sapientia, Inc. (“Sapientia”), a food tech business led by Dr. Eugenio Bortone, one of the world’s most preeminent food scientists, extrusion processing experts, and inventor of Frito-Lay’s Twisted Cheetos. A related closing condition to the Merger is completion of a valuation report for Superlatus following the acquisition of Sapientia and Prestige reflecting a value of at least $225,000,000. After the Merger, the combined company will focus it business strategy on utilizing the competitive advantages of each of the separate businesses to create an innovative global consolidation platform for the food and healthy snack industry with the latest generation of delicious, high nutrition, high taste and texture plant-based foods and snacks. The other planned products include plant-based meats and plant-based meat snacks, plant-based dairy milks and yogurts, and pulse-based “puffed/twisted” snack foods, prioritizing high protein, low fat, nutritious products with delicious taste and texture, for both humans and pets. According to Statista & Grand View Research, the global food and snack...