nDatalyze Corp. (CNSX:NDAT) entered into an agreement to acquire Mindbalanced Inc. for CAD 2.2 million on March 12, 2024. The nominal maximum purchase price is CAD 3.75 million payable through conditional share issuances. As the transaction is performance-driven, the number of NDAT shares issued pursuant to the Conditional Share Issuances (CSIs) will be between zero and 15 million depending on MB performance. As part of the agreement and at closing, Joshua Hill, the President of Mindbalanced, will replace Dr. Keith Courtney as President of NDAT, with Dr. Courtney continuing as NDAT?s Chief Psychiatric Officer. It is anticipated that Mindbalanced will nominate Joshua Hill and Dr. Laura Champagne, Psychiatrist, as NDAT Directors. The transaction is subject to NDAT Board approval, usual closing conditions and Canadian Securities Exchange approval. The closing date is scheduled for on or before April 15, 2024.
As of April 16, 2024 the Board of directors approved the transaction and Canadian Securities Exchange (?CSE?) has informed the Corporation that the transaction, as structured, does not require CSE approval. Dr. Keith Courtney has resigned as the NDAT President and is replaced by Joshua Hill. Dr. Courtney will remain as the NDAT Chief Psychiatric Officer. Mr. Hill will also become a member of the NDAT Board of Directors and it is expected that Mr. Hill will nominate one other Director in due course.