The Details Of The Acquisition Of Sapphire Biotech By Medical Marijuana Inc.'s AXIM Biotech

Medical Marijuana, Inc. MJNA announced Thursday that its investment company, AXIM Biotechnologies Inc. AXIM, has entered a binding term sheet to acquire Sapphire Biotech, Inc., oncology research and development company. AXIM Biotechnologies and Sapphire plan to sign definitive documents for the transaction before the end of February.

Sapphire is working on the development of therapeutics for preventing cancer growth and metastasis. Its and AXIM scientists have been working on the invention of new synthetic cannabinoid-like molecules with the potential to help treat various illnesses, including cancer, as noted in a press release.

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"AXIM has been a leader in cannabinoid research and development for many years now and we're very excited to witness AXIM's shared success with Sapphire Biotech to now become a leader in oncology research and development as well," Medical Marijuana, Inc. CEO Dr. Stuart Titus said in a statement.

"Ninety percent of cancer deaths are caused by metastatic cancer and Sapphire has made great strides in discovering and analyzing cancer cells before they metastasize. AXIM will help accelerate these efforts significantly from the post pre-clinical phase to animal studies and eventually to human trials."

AXIM CEO John W. Huemoeller II, also commented on the acquisition in an exclusive chat with Benzinga.

"This is not the first time we've been involved in oncology-related activities. Last year we began manufacturing our flagship drug candidate, MedChew® with dronabinol, for use in upcoming pre-clinical trials," he said. "We're looking forward to working with Sapphire to maximize our oncology efforts by utilizing Sapphire's IP, medical expertise and strong relationships with prestigious research organizations."

The Deal Structure

According to the company, AXIM intends to acquire 100% of Sapphire’s outstanding capital (1,000,000 shares of common stock) and assume all of the outstanding debt of Sapphire.

The outstanding debt includes two notes; one with a principal amount of $324,218, including all accrued and/or unpaid interest, and a second convertible note with a principal amount of $190,000 which shall convert into 100,000 shares of Sapphire’s common stock prior to the date of the closing of the transaction. Following the closing of the transaction, Sapphire will become a wholly-owned subsidiary of AXIM.
Full details in this 8K filing.

Javier Hasse contributed to this report.