NOVAGEN INGENIUM, INC. (OTCMKTS:NOVZ) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Completion of Acquisition or Disposition of Assets
On June 19, 2017, the registrant, Novagen Ingenium Inc, a Nevada corporation (“Novagen”) entered into an Agreement for Sale & Purchase of Shares (the “Agreement for Sale & Purchase Of Shares”) under which the shareholders of Syndicated Transport and Trucking Pty Ltd (the “Syndicated Shareholders”) agree to sell to Novagen all the issued and outstanding shares of Syndicated Transport & Trucking Pty Ltd in exchange for 6,000,000 shares of Novagen common stock at a deemed price of AUD$0.14 per share. Shares of Novagen’s common stock are quoted under the symbol “NOVZ” on the OTC Pink operated by OTC Markets Group, Inc. The total value of Syndicated Transport & Trucking Pty Ltd for the purposes of the Agreement for Sale & Purchase of Shares was determined by negotiation between the Syndicated Shareholders and Novagen to be AUD$840,000.
The description of the terms and conditions of the Agreement for Sale & Purchase of Shares set forth herein does not purport to be complete and is qualified in its entirety by reference to the terms of the Agreement for Sale & Purchase of Shares, which is filed as Exhibit 10.1 to this Current Report.
The sale of Syndicated Transport & Trucking Pty Ltd to Novagen Ingenium Inc. was completed on July 6, 2017. As a result, Novagen has acquired all of the transport assets and operations of the transport business.
Kenneth Grohs is a director of the registrant and is a director of Syndicated Transport & Trucking Pty Ltd.
Sonny Nugent is a director of the registrant and is a director of Syndicated Transport & Trucking Pty Ltd.
At a duly called special meeting, the Board of Directors of the registrant approved the Agreement for Sale & Purchase of Shares and the transactions contemplated thereby after determining that they were fair to and in the best interests of the registrant. Kenneth Grohs and Sonny Nugent were not in attendance at the meeting and did not vote.
The closing of the transactions contemplated by the Agreement for Sale & Purchase of Shares took place on July 6, 2017.
Item 2.01 Completion of Acquisition or Disposition of Assets |
The information set forth under Item 1.01 of this Current Report is incorporated herein by reference.
The information set forth under Item 1.01 of this Current Report is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits |
(d) Exhibits
Novagen Ingenium Inc. ExhibitEX-10.1 2 novz_ex101.htm AGREEMENT FOR SALE & PURCHASE OF SHARES novz_ex101.htmEXHIBIT 10.1 AGREEMENT FOR SALE & PURCHASE OF SHARES THIS AGREEMENT is made the 19th day of June 2017 BETWEEN: Fire From Ice Studios Pty Ltd of 6/8 Tonga Place,…To view the full exhibit click here
About NOVAGEN INGENIUM, INC. (OTCMKTS:NOVZ)
Novagen Ingenium Inc. (Novagen), formerly Novagen Solar, Inc., is engaged in the design, development and commercialization of low carbon emission engines and precision engineering services. The Company is focused on geometric configuration design engines. It intends to develop engines that can be powered by gasoline, diesoline, biofuels, liquid petroleum gas, steam, permanent magnets and other alternative power sources. Its business is in the early stages of development. The Company is developing Novagen Y Engine, which is a diesel or permanent magnet engine that has applications in the industrial, marine, aerospace and automotive markets. The Company holds interest in Renegade trademark, engine manufacturing design, development and manufacturing operations. It holds interest in the plant, equipment and inventory of N.C. Precision Engineering Pty Ltd. It supplies industrial services, such as specific vehicle supply, labor supply and engineering services on a commercial basis.