BULLETIN V2025-3928
HYDREIGHT TECHNOLOGIES INC. ("NURS") BULLETIN TYPE: Property-Asset or Share Purchase Agreement BULLETIN DATE: December 4, 2025 TSX Venture Tier 2 Company
The TSX Venture Exchange has accepted for filing the definitive transaction agreements (the "Transaction Agreements") dated September 1, 2025, as amended November 18, 2025, between the Company and a private Texas-based limited liability company (the "Target Company"), whereby the Company acquired an initial 5% membership interest (equity units) in the Target Company. This acquisition was structured as a subscription for newly issued equity in the Target Company. The consideration was the issuance of 2,250,000 common shares to the Target Company at a deemed price of $2.30 per share, subject to a voluntary escrow.
The Transaction Agreements grant the Company the option to acquire up to 40% additional equity (the "Option") and the right to maintain its pro-rata investment interest (the "Pro-Rata Investment Right"). The Option exercise is contingent on meeting quarterly prescription growth targets. The pricing for the acquisition under the Option, which may be paid in cash or common shares, is determined by a mutually acceptable third-party valuation.
The Company will not issue more than 12,000,000 common shares in total (excluding the initial 2,250,000 shares) for both the Pro-Rata Investment Right and the Option (the "Cap"). Furthermore, the Company is restricted from issuing shares if, after such issuance, the Target Company's beneficial ownership or control would exceed 9.9% of the Company's issued and outstanding shares at any time. Any further consideration for the Option or Pro-Rata Investment Right, or any consideration exceeding the Cap, remains subject to compliance with applicable Exchange policies.
The transaction is arm's length in nature. The Company paid a cash finder's fee of $258,750 in connection with the transaction.
For further details, please refer to the Company's news releases dated July 14, 2025, September 2, 2025 and November 28, 2025.
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