Business
Therma Bright Signs Definitive Agreement to Acquire ClearTouch(R) Nail Phototherapy Device and no!no! skin(R) Phototherapy Acne Device
Toronto, Ontario--(Newsfile Corp. - March 14, 2018) - Therma Bright Inc. (TSXV: THRM), ("Therm...
About this update from Therma Bright Inc.
[{"type":"text","content":"Therma Bright Signs Definitive Agreement to Acquire ClearTouch(R) Nail Phototherapy Device and no!no! skin(R) Phototherapy Acne DeviceToronto, Ontario--(Newsfile Corp. - March 14, 2018) - Therma Bright Inc. (TSXV: THRM), (\"Therma Bright\" or the \"Company\"), a progressive medical device technology company, today is pleased to announce that further to its news releases on November 2, 2017, December 12, 2017, January 30, 2018 and March 1, 2018, the Company has now executed a definitive asset purchase agreement (the \"Agreement') with the ICTV Brands group of companies, including ICTV Brands, Inc. (OTC-QX:ICTV), pursuant to which it has agreed to acquire from the sellers the ClearTouch® nail phototherapy device (the \"Nail Product\") and the no!no! skin® phototherapy acne device (the \"Acne Product\", and together with the Nail Product, the \"Purchased Products\"), together with certain assets relating to the Purchased Products, but excluding any liabilities related thereto. The Purchased Products do not include any rights to the trademark or name \"no!no!\" or \"no!no! skin\". This transaction is an arm's length transaction. As previously disclosed, the Company has agreed to pay an aggregate purchase price of US$2,250,000, subject to certain closing adjustments, payable over three years. The purchase price will be reduced by US$200,000 if the Company pays the entire purchase price by June 30, 2019. In order to guarantee the payment of the purchase price, the Company will grant to the sellers a security interest on a US patent and US trademark relating to and forming part of the Purchased Products. An initial payment of US$750,000 will be due on closing, of which the Company expects to finance through debt, equity or a combination thereof. Therma Bright has made application to the TSX Venture Exchange for approval of this transaction. Closing will occur once regulatory approval is received and upon completion of a financing sufficient to cover the initial purchase price payment. As previously disclosed, the Purchased Products are currently being sold commercially worldwide by the sellers. Consequently, to facilitate a smooth transfer of ownership of the Purchased Products, ICTV Brands, Inc. (\"ICTV US\") has signed a Transition Services Agreement with the Company pursuant to which ICTV US has agreed to assist Therma Bri...