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And further coverage here from 8th January

https://www.pressreader.com/canada/stockwatch-daily/20210108/282252373160406

"…Ebers has also begun touting psilocybin (magic mushroom) co-crystals. "

The main thing is that it looks like Ebers will raise about $53m (approx £30m) which will go some distance towards developing the products.

Plus this bit is interesting

Strategic partnerships

Ebers is partnering with large and established global pharmaceutical companies which are then able to further patent, mass produce and distribute the new scalable, synthetic products. In exchange, Ebers will receive stable recurring royalties through licence deals.

Your welcome Offshore.

Just to keep the summary up at the top so people don't miss it.

https://www.stockwatch.com/News/Item?bid=Z-C:KKL-3008857&symbol=KKL®ion=C

2020-12-21 16:37 ET - News Release

KELLY VENTURES TO ACQUIRE EBERS TECH INC. AS QUALIFYING TRANSACTION

Kelly Ventures Ltd. has signed a letter of intent (LOI), dated Dec. 18, 2020, pursuant to which the company will acquire all of the outstanding shares of Ebers Tech Inc. The parties intend to complete a business combination or other similarly structured transaction which will constitute a reverse takeover of Kelly Ventures. The proposed transaction is intended to be an arm's-length qualifying transaction (QT) for the company as defined under TSX Venture Exchange policies.

Ebers is a Canadian-registered pharma tech company, with a portfolio of patents and development methods for producing cocrystals. Ebers is strategically positioned at the nexus of the big pharmaceutical and cocrystal industries, enabling the company to play a crucial role in the development of the next generation of pharmaceuticals and therapies and to simultaneously exploit the rapidly advancing cannabinoid and psilocybin cocrystal, pharmaceutical and wellness areas. Of these, the most widely studied and used application is in drug development and, more specifically, the formation, design and implementation of active pharmaceutical ingredients (API).

It also shows they are still alive, which is a start!

To me, it means that Ebers will have cash, both to fund NFX developing further patents, but for Ebers to develop their side which will in turn generate milestone payments and royalty revenue for NFX.

So looks like Ebers will be in the money soon and listed on TSX, sounds like they are getting ready to roll.

Ebers intends, concurrent with closing, on completing a non-brokered private placement at $1 per postconsolidation share to satisfy its working capital requirements. No further issuances of securities by Ebers will occur prior to the closing of the proposed transaction.

So Ebers reversing into Kelly Ventures and will be TSX listed.

bers will become a wholly owned subsidiary of the company. The shareholders of Ebers will exchange their shares in Ebers at a ratio of 20 postconsolidation Kelly Ventures shares at a deemed price of $1 per share for each issued share of Ebers, subject to the following conditions:

Ebers will deliver an independent valuation acceptable for regulatory purposes which reflects a valuation of at least $53-million for Ebers and an initial working capital financing price of $1 per resulting issuer share. If a valuation of less than $53-million is independently indicated and/or the financing price is reduced, then a pro rata reduction in the number of acquisition shares issued will occur, or performance shares may be issued.
Upon a valuation acceptable to the TSX-V of $53-million or greater, the shareholders of Ebers will exchange their 2,643,922 Ebers shares for 52,878,440 postconsolidation shares for a deemed total valuation of $52,878,440.
If the independent valuation indicates a reduced valuation of less than $53-million, the parties may elect to issue up to 5,287,844 restricted management and board performance escrow shares to be released upon Ebers attaining the following financial performance targets:
Ebers generating earnings before interest, taxes, depreciation and amortization (EBITDA) in excess of $2-million in any audited fiscal year ending Dec. 31, 2021, 2022 or 2023;
Ebers generating revenue in excess of $4-million in any audited fiscal year ending Dec. 31, 2021, 2022 or 2023.

Pascal Hughes, a director of Ebers Tech

Mr. Hughes has extensive experience in corporate finance, advisory and equity investment in both private and public markets internationally. He has led enterprises and has a broad range of small, medium and large transaction experience -- investing directly and on behalf of third parties. When he was the chief executive officer of Levrett PLC, he led the reverse takeover of Nuformix, a Cambridge-based biotech company in 2017 on the London Stock Exchange, generating returns in excess of 6 times for most investors.

He is a member of the advisory board of CAPTIS Intelligence Inc., a United States-based global industry leader in security and crime prevention technology and is a non-executive director and chairman of the risk and governance committee at Dorman Long Engineering, a leading provider of engineering solutions to the oil and gas industry in West Africa.

Mr. Hughes holds a bachelor of arts (honours) in accounting and finance from Dublin City University and a master of science in finance from Queens University, Belfast. He is also an alum of London Business School.

He is an Irish national, who relocated to London in 1994 to join Deutsche Bank AG and worked in investment banking for 20 years where he held a number of senior positions latterly as managing director in fixed income, currencies and commodities at UBS Bank.

Dr. Dave Tapolczay, chief scientific adviser to Ebers

Dr. Tapolczay has held senior leadership positions in international research and development health care companies and charities. His past roles include joint worldwide head of chemistry for Zeneca agrochemicals, vice-president of Glaxo Smith Kline pharmaceuticals and senior vice-president of Millennium Pharmaceuticals, which at the time was the largest biotech company in the world.

For 10 years, Dr. Tapolczay was chief executive officer of Medical Research Council Technology and served on the management committee of the Medical Research Council. He has also worked extensively as an entrepreneur having started or been involved with the creation of several new life science companies, four of which have successfully exited through trade sales and two listed on the stock market.

He has built an international network and reputation in pharmaceutical research and development, plus commercialization of technology in health care and has a strong academic record with more than 40 patents and publications. He has been a visiting professor at Sussex University and special expert adviser (life sciences) to the Shanghai government.

Proposed directors and officers of the resulting issuer

On completion of the proposed transaction, the directors and officers of KKL are expected to resign, other than Paul Larkin, who is expected to remain a director, and certain key management team and advisers will be appointed, including the following.

Nigel Little, board chairman of Ebers Tech

Mr. Little is an investment banker with 40 years of experience at the highest levels in the United Kingdom, Europe and North America with HSBC James Capel, Morgan Stanley, NationsBank, Nomura and Canaccord Capital (where he was president of United Kingdom/ Europe and a vice-chairman of the global business). Whilst at Canaccord, Mr. Little was highly involved with a number of Canadian technology/pharma tech corporations such as ID Biomedical (and its $1.7-billion takeover by Glaxo SmithKline), plus many other corporate deals in this sector and in the natural resources sector.

Postgraduation with an honours degree in natural sciences from University of London, Mr. Little started his career as a pharmaceutical analyst and has had a lifelong involvement with the pharmaceutical/pharma tech and medical sectors. Mr. Little is a former senior adviser to Smith and Williamson Corporate Finance and an advisory board member of Kleinwort Benson Merchant Bank and was an active member of its private equity department, sourcing the largest deal it transacted (a North American pharma tech company). His main focus is Ebers Tech but also is a senior adviser to a United States-based pre-initial public offering (IPO)/venture capitalist business, Iron Edge VC, which specializes in investment in pre-IPO unicorns primarily in the technology and biotech sectors.

Alex Regan, a director, chief executive officer and founder of Ebers Tech

Mr. Regan graduated from the University of Miami with a master's degree in economics. He is British by birth but spends most of his time in North America and has been actively engaged with a major American multistate corporation for the last six years. As chief executive officer and founder of Ebers, Mr. Regan has been instrumental in assembling a team of leading, global experts in the field of solid-state chemistry, intellectual property and senior pharma executives, all of whom were keen to get involved in the exciting cocrystal area and its application to the pharmaceutical and also wellness areas.

Mr. Regan has long-standing experience in the North American cannabis market, having shadowed the founder and executive chairman of a United States multistate operator for more than six years prior to having founded Ebers Tech in Canada. Having realized and identified the multiple areas of untapped potential and synergies between the cannabinoid and pharmaceutical industries (particularly surrounding molecule reformulation and strengthened IP protection), Mr. Regan realized that a significant range of opportunities were presenting themselves.

Pascal Hughes, a director of Eber

link.

https://www.stockwatch.com/News/Item?bid=Z-C:KKL-3008857&symbol=KKL®ion=C

Unsurprising the company hasn't told us about this.

Kelly Ventures to acquire Ebers Tech as QT

2020-12-21 16:37 ET - News Release

Mr. Paul Larkin reports

KELLY VENTURES TO ACQUIRE EBERS TECH INC. AS QUALIFYING TRANSACTION

Kelly Ventures Ltd. has signed a letter of intent (LOI), dated Dec. 18, 2020, pursuant to which the company will acquire all of the outstanding shares of Ebers Tech Inc. The parties intend to complete a business combination or other similarly structured transaction which will constitute a reverse takeover of Kelly Ventures. The proposed transaction is intended to be an arm's-length qualifying transaction (QT) for the company as defined under TSX Venture Exchange policies.

Ebers is a Canadian-registered pharma tech company, with a portfolio of patents and development methods for producing cocrystals. Ebers is strategically positioned at the nexus of the big pharmaceutical and cocrystal industries, enabling the company to play a crucial role in the development of the next generation of pharmaceuticals and therapies and to simultaneously exploit the rapidly advancing cannabinoid and psilocybin cocrystal, pharmaceutical and wellness areas. Of these, the most widely studied and used application is in drug development and, more specifically, the formation, design and implementation of active pharmaceutical ingredients (API).

Scrub that, looks like haysmacintyre change to LLP, just their letter reads badly as if NFX changed. Plus they don't mention re-appointment.

I can never figure out the companies hit and miss approach to their own information. Really minor things get updated but then they miss the obvious ones.
Whilst we all fixated on Cooleys becoming Legal Advisors and they updated the website to show Ben Harber as Company Secretary, they still haven't updated the fact that the auditors resigned last year and as Nuformix is a small LLP then they do not need one, yet they still list them despite updating everything else.
It seems more difficult to not change it than to leave and really slapdash.

Hey ho.

Just needs real news, otherwise there's no reason to buy.
The 'imminent news' brigade have used that card far too often, so nobody is listening to them anymore, just waiting for proof of actual activity.

The previous pre-clinical studies were done using a pioneering new methodology, it may be that the suitor has requested a more traditional approach to validate those results before committing.

Parent company not ‘patent’, darn autocomplete.

Only a minor thing but they’ve changed the registered address for Nuformix Tech to now match that of the patent Nuformix company.

Wouldn’t expect it to be any different to that which Blackwell set out last year.