Bio Graphene Solutions Inc. signed a non-binding letter of intent to acquire BE Resources Inc. (TSXV:BER.H) for CAD 2.4 million in a reverse merger transaction on August 17, 2020. Under the terms of the transaction, Bio Graphene shareholders shall receive an aggregate of one common share in the capital of BE Resources for each one share of Bio Graphene held, holders of common share purchase warrants and management incentive options in the capital of Bio Graphene shall receive common share purchase warrants and management incentive options of the resulting issuer on the same terms and conditions after adjustment for the exchange ratio. In connection with the transaction, the parties have agreed to complete a private placement of common shares for a minimum raise of CAD 0.6 million at a price of at least CAD 0.15. Upon closing of the transaction and the private placement, it is intended that existing shareholders of Bio Graphene will hold 12.125 million common shares, existing shareholders of BE Resources will hold 6.15 million common shares and shareholders through private placement will hold 4 million common shares of the company. The corporation resulting from the transaction (Resulting Issuer) will carry on the business of Bio Graphene. Bio Graphene proposes to delist BE Resources from the stock exchange and apply to list on the Canadian Securities Exchange (CSE) with listing to be effective from closing. It is expected that the resulting corporation will be controlled by the shareholders of Bio Graphene. The name of the Resulting Issuer will be changed in due course to a name containing Bio-Graphene or such other name as may be agreed. The transaction is subject to consummation of due diligence, consummation of private placement, execution of definitive agreement, approval of the exchange to delist, and approval of the new listing by the CSE as applicable, along with other customary closing conditions. As of October 5, 2021, Bio Graphene Solutions has satisfied the condition in our letter of intent to raise a minimum of CAD 0.6 million at CAD 0.15 per share. The letter of intent was extended on September 15, 2020, then again on December 31, 2020 and on March 25, 2021, and has been further extended as of July 31, 2021 to December 31, 2021.