S.R.P. Plus Holdings Ltd. entered into a letter of intent to acquire A-Labs Capital II Corp. (TSXV:ALAB.P) in a reverse merger transaction on October 16, 2019. Pursuant to the letter of intent, the parties intend to complete a business combination – the structure of which will be determined after receiving tax, legal and other advice – whereby the A-Labs Capital will acquire all of the issued and outstanding shares of VLife from the VLife shareholders in exchange for the issuance of A-Labs Capital Shares to VLife shareholders based upon an entity value for VLife of $30 million and an entity value for the A-Labs Capital of $1 million, before taking into account the Financing. Accordingly, if the transaction is completed, and assuming the completion of the maximum offering under the Financing at the previously mentioned entity value of VLife, it is expected that the current shareholders of the A-Labs Capital will hold approximately 2.4% of the issued and outstanding A-Labs Capital Shares, the shareholders of VLife will hold approximately 73.2% of the issued and outstanding A-Labs Capital Shares, and the investors under the Financing will hold approximately 24.4% of the issued and outstanding A-Labs Capital Shares, all on a non-diluted basis. On closing of the transaction, the business of A-Labs Capital will be the global business of VLife, and, therefore, the Company is expected to operate in the technology or diversified industries sectors as defined by the TSXV. In connection with the transaction, A-Labs Capital or VLife is proposing to conduct a brokered private placement for gross proceeds of a minimum of $8 million and a maximum of $10 million. On closing of the transaction, the A-Labs Capital is proposing to change its name to "VLife (Canada) Ltd." or such other name as VLife may determine. The following are proposed directors and officers of the company at closing: Shlomo Baranovski, Co-Founder and President; Golan Sapir, Co-Founder & Chief Executive Officer and Shmuel Ofnagel, Co-Founder & Chief Operating Officer. Closing of the Transaction is conditional upon, among other things, receipt of all required regulatory, corporate, and third party approvals, including Exchange approval, the negotiation and execution of the definitive agreement, satisfactory due diligence by both the A-Labs Capital and VLife, no material adverse change having occurred to the assets or share capital of either the A-Labs Capital or VLife, completion of the Financing, and, if required by the Exchange, filing of a sponsorship report with the Exchange. S.R.P. Plus Holdings Ltd. cancelled the acquisition of A-Labs Capital II Corp. (TSXV:ALAB.P) in a reverse merger transaction on August 31, 2020.