Inolife R&D Inc. entered into a binding memorandum of agreement to acquire Debut Diamonds Inc. (CNSX:DDI) in a reverse merger transaction on March 2, 2020. Under the terms of the transaction, the holders of the issued and outstanding ordinary shares in the capital of Inolife will be issued, one consolidated Debut Diamonds share in exchange for every one Inolife share held immediately prior to the completion of the transaction. Debut Diamonds will effect a consolidation of its issued and outstanding common shares prior to closing on a basis that results in the shareholders of Debut Diamonds receiving shares that have a value of CAD 2 million. Based on the proposed price of the Private Placement, this would result in the common shares of Debut Diamonds being consolidated on a 1:2.605 basis resulting in approximately 10 million Debut Diamonds Shares outstanding on a post-share consolidation basis The 6 million issued and outstanding warrants of Debut Diamonds will be consolidated into 2.302822 million Debut Diamonds warrants. Each Debut Diamonds Warrant will be exercisable for one consolidated Debut Diamonds share at an exercise price of CAD 0.1303 per share. Upon the closing of the transaction, current shareholders of Debut Diamonds will hold 5.45% of the common shares of the resulting issuer and existing shareholders of Inolife will hold 76.84% of the resulting issuer shares. Inolife will complete a non-brokered private placement of units at a price of CAD 0.20 per Inolife unit for targeted gross proceeds of CAD 2.5 million. The resulting issuer will change its business from mining to the medical technology industry. Debut Diamonds will change name of the company as directed by Inolife and acceptable to the applicable regulatory authorities. Upon closing of the transaction, Debut Diamonds current directors and executive officers will resign and will be comprised of the nominees of Inolife.

The transaction is subject to a number of conditions, including but not limited to: the execution of a definitive agreement; the approval by the shareholders of Debut Diamonds; completion of the share consolidation; completion of European Pharma Group B.V. acquisition by Inolife; and receipt of all required regulatory, corporate and third-party approvals, including approvals by governing regulatory bodies and the CSE. As on May 8, 2020, the binding memorandum of agreement has been amended. Pursuant to the amended agreement, the deadlines for entering into definitive agreement; completion private placement and approval from CSE has been extended to May 25, 2020.

Inolife R&D Inc. cancelled the acquisition of Debut Diamonds Inc. (CNSX:DDI) in a reverse merger transaction on May 25, 2020. The deal was terminated due to the COVID-19 pandemic, the conditions of the agreement governing have not been fulfilled.