FluroTech LTD. (TSXV: TEST) (OTCQB: FLURF)
(“
FluroTech” or the
“Company”), a
diagnostics technology leader in high output rapid antigen testing
for the detection of SARS-CoV-2 and other pathogens, and its wholly
owned subsidiary FluroTest Diagnostic Systems Ltd.
(“
FluroTest”) are pleased to announce that further
to FluroTech’s press releases dated February 3, 2021 and March 15,
2021, the Company, FluroTest, and 2330853 Alberta Ltd., a
wholly-owned subsidiary of the Company (“
Subco”),
have completed the previously announced business combination
transaction involving a three cornered amalgamation in which
FluroTech has acquired all of the shares of FluroTest not currently
owned by FluroTech (the “
Transaction”).
“We are laser focused on a rigorous clinical
trials program that will validate system performance and help pave
the way for successful FDA and Health Canada submissions but remain
equally committed to achieving scale and commercialization,” said
Bill Phelan, CEO, FluroTest. “It’s important that the market
understands that we are a unified company with a singular mission
to create safe environments through frequent, accurate and
inexpensive high-volume point of access testing.”
“Global variants continue to fuel the ongoing
COVID-19 pandemic, and while some parts of the world are making
progress in the administration of vaccines, the authoritative
consensus is that testing will continue to be mandatory for a
return to a more normal everyday life,” added Danny Dalla-Longa,
CEO, FluroTech. “Look at the airline industry, for example, and
recent comments made by Star Alliance CEO Jeffrey Goh stating that
the travel industry cannot depend on just vaccine passports to
reopen and needs to consider requiring COVID-19 test results.
Testing is one of the simplest preventative measures we have to
curb the spread and get industry back on its feet.”
Amalgamation
Pursuant to the terms of the amalgamation
agreement dated March 12, 2021 between the Company, FluroTest and
Subco, FluroTest Systems Ltd. and Subco amalgamated under the
Business Corporations Act (Alberta) on May 19, 2021, to form
FluroTest under the corporate name “FluroTest Diagnostic Systems
Ltd.” The amalgamated entity will carry on the business previously
carried on by FluroTest Systems Ltd. as a subsidiary of the
Company. The Transaction was approved by FluroTech, as sole
shareholder of Subco, and by the unanimous resolution of the
shareholders of FluroTest.
Pursuant to the Transaction, FluroTech issued
40,705,361 common shares to the previous shareholders of FluroTest
as consideration for the Transaction. Following completion of the
Transaction, there were 120,610,542 common shares of FluroTech
issued and outstanding.
Concurrently with the closing of the
Transaction, William Phelan was appointed to the board of directors
of FluroTest.
Bill is a CEO, board director and entrepreneur
with over three decades of experience pioneering innovative
companies and capitalizing on strategic technology to create
disruptive business models based on the Internet, e-commerce,
software development and transaction processing technologies.
Throughout his career, Bill has held executive level positions at
pioneering companies such as FTD, AOL and Bright Hub while also
serving on the Board of Paradigm Capital Management, Mechanical
Technology Inc. and others.
About
FluroTech LTD. (TSXV: TEST)
(OTCQB: FLURF)
The goal of FluroTech’s research and technology
is to develop detection methods which are high speed, sensitive,
specific and easy-to-use. By combining FluroTech’s proprietary
spectroscopy-based technology with laboratory robotics automation
and cloud computing, FluroTech, through the application of its
technology and investment in FluroTest, the interests in which have
been disclosed in previous press releases, has created a unique
solution addressing the current and future pandemics. Using
technology that was first developed at the University of Calgary,
the FluroTest SARS-CoV-2 test is designed to identify patients with
active virus infection; this is not necessarily the case for most
of the currently approved tests that are meant to identify patients
with SARS-CoV-2 nucleic acid.
About FluroTest Diagnostic Systems
Ltd.
FluroTest, a diagnostics technology leader in
surge-scale rapid antigen testing for the detection of SARS-CoV2
and other pathogens, is developing a pandemic defense and economic
recovery system purpose-built for businesses and special-needs
populations requiring fast and highly accurate testing for
significant numbers of people. Unlike individual or low-throughput
tests, FluroTest’s system is designed to be well-suited for
high-traffic, high-risk pandemic environments including schools and
colleges, hospitals and large healthcare facilities, athletic
stadiums and performance venues, airline and cruise ship terminals,
corporate campuses, shopping centers, manufacturing facilities,
transportation and distribution hubs and other large business and
retail locations. Created to support executive business continuity
efforts and public well-being, the system combines and leverages
the disciplines of robotics automation, biochemistry, fluorescence
detection and cloud computing -- processing thousands of tests per
hour while delivering accurate, digitally verifiable results to a
test taker’s mobile device within 5 minutes. To learn more,
visit FluroTest.com.
For all FluroTech investor inquiries:MarketSmart
Communications Inc.1-877-261-4466Info@marketsmart.ca
For general FluroTech inquiries:FluroTech
Ltd.Danny Dalla-Longa, CEOinfo@flurotest.com
Cautionary Statement Regarding Forward-Looking
Information
This news release contains “forward-looking
information” within the meaning of Canadian securities legislation.
Forward-looking information generally refers to information about
an issuer’s business, capital, technology or operations that is
prospective in nature, and includes future-oriented financial
information about the issuer’s prospective financial performance or
financial position. The forward-looking information in this news
release includes statements regarding the benefits of the
Transaction and disclosure about the ability of the Company’s
testing devices to accurately and quickly detect SARS-CoV2 and
other pathogens. The Company made certain material assumptions,
including but not limited to prevailing market conditions and
general business, economic, competitive, political and social
uncertainties, the ability to obtain FDA and Health Canada
approvals and the demand for its testing devices and their ability
to perform as expected. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward-looking statements.
Actual results may vary from the forward-looking
information in this news release due to certain material risk
factors including the failure to develop and commercialize its
testing devices in a timely manner or at all, the failure to
recognize the anticipated benefits from the devices, the failure to
obtain FDA or Health Canada approval for its products, the risk
that regulatory approvals will not be received and the risk that
changing circumstances will result in the decrease in demand for
FluroTest’s products. The Company cautions that the foregoing list
of material risk factors and assumptions is not exhaustive.
The Company assumes no obligation to update or
revise the forward-looking information in this news release, unless
it is required to do so under Canadian securities legislation.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy of this release.
Neither the TSX Venture Exchange, Inc.
nor its Regulation Services Provider (as that term is defined in
the policies of the TSX Venture Exchange) has in any way passed
upon the merits of the Transaction and associated transactions and
neither of the foregoing entities has in any way approved or
disapproved of the contents of this press release.
This news release does not constitute an
offer to sell or a solicitation of an offer to buy any of the
securities. The securities described herein have not been and will
not be registered under the United States Securities Act of 1933,
as amended, or the securities laws of any state and may not be
offered or sold within the United States or to or for the benefit
or account of U.S. persons, absent such registration or an
applicable exemption from such registration
requirements.
FluroTech (TSXV:TEST)
Historical Stock Chart
From Apr 2024 to May 2024
FluroTech (TSXV:TEST)
Historical Stock Chart
From May 2023 to May 2024