Aion Therapeutic Inc. (CNSX:AION) entered into a letter of intent to acquire Toppen Health Inc. on July 5, 2023. Aion Therapeutic Inc. (CNSX:AION) entered into a definitive share purchase agreement to acquire Toppen Health Inc. for $4.9 million on October 10, 2023. The Purchase Consideration shall be satisfied through the issuance of 200,000,000 common shares in the capital of AION. AION may also be required to pay contingent consideration of $2,000,000 if Toppen achieves revenue equal to or greater than $5,000,000 for the period from October 18, 2023 to April 30, 2025.

The completion of the Proposed Acquisition is subject to the successful completion of the Company?s due diligence review of Toppen, the approval of the Canadian Securities Exchange and other customary closing conditions. The completion of the Proposed Acquisition is currently expected to occur by the end of 2023. William Morris of Mawicke & Goisman acted as legal advisor to Toppen Health. Alexander Lalka of Miller Thomson LLP acted as legal advisor to Aion Therapeutic Inc.