ASP Isotopes Inc. (NASDAQ:ASPI) ("ASP Isotopes," "ASPI" or the "Company"), an advanced materials company focused on developing technologies and processes for the production of critical materials used in multiple industries, and ENDRA Life Sciences Inc. (NASDAQ:NDRA) ("ENDRA" or "NDRA"), a pioneer in thermoacoustic biomarker imaging for early detection and monitoring of steatotic liver disease (SLD), today announced that ASP Isotopes’ wholly-owned subsidiary, Noble Africa LLC ("Noble Africa"), an intermediate holding company for Renergen Limited ("Renergen"), will merge with a subsidiary of ENDRA, with Noble Africa continuing as the surviving entity (the "Proposed Merger" and, together with the related transactions, the "Proposed Transactions"). Upon completion of the Proposed Transactions, the combined company plans to operate under the name Noble Africa Inc. and will apply to trade on The Nasdaq Stock Market LLC ("Nasdaq") under the ticker symbol "NOBA."
Under the terms of the merger agreement, as of the closing of the Proposed Transactions, ASP Isotopes is expected to own approximately 89% of the combined company, the pre-closing ENDRA stockholders are expected to own approximately 3% of the combined company, and investors in the private placement financing (other than ASPI) are expected to own approximately 7% of the combined company.
In connection with the Proposed Transactions, Noble Africa has entered into subscription agreements with certain accredited investors, qualified institutional buyers and non U.S.-persons securing commitments for a private placement into Noble Africa that is expected to result in total gross proceeds of approximately $50 million, including approximately $20 million from ASP Isotopes, as the lead investor, and approximately $30 million from other investors, including $750,000 from certain directors and management of ASP Isotopes. The private placement financing is expected to close immediately prior to completion of the Proposed Merger.
Login to comment