News Feed Item

Abattis Amends License Agreement with Vertical Designs Ltd. and Acquires Exclusive, Worldwide Rights to Bio-Pharma Patent License

VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 12/27/12 -- Abattis Bioceuticals Corp. ("Abattis") (CNSX:FLU)(PINKSHEETS:ATTBF) is pleased to announce that the Company has entered into an amended license agreement (the "Amended License Agreement") which amends the terms of the license agreement previously entered into between the Abattis and Vertical Designs Ltd. ("Vertical Designs") (see news release of November 15, 2012 for more details).

Under the Amended License Agreement, Abattis has now been granted the exclusive, worldwide rights to a patent license, with the right to grant sublicenses, to use the Bio-Pharma technology for growing products at licensed facilities, which products may only be used as ingredients in the pharmaceutical, neutraceutical, cosmetic and wellness markets, for total consideration of $600,000 to be paid by way of the issuance of 6,000,000 common shares of Abattis ($250,000, or 2,500,000 common shares of Abattis, of which was previously paid to Vertical Designs on execution of the original agreement). As the license grant was expanded from a British Columbia only non-exclusive license to a worldwide exclusive license, the royalty provisions of the license agreement were amended to reflect that: (i) the royalty payable on net sales of all products sold by Abattis was increased from 3% to 4%; (ii) in consideration for the grant of Abattis' right to grant sublicenses, Abattis will pay to Vertical Designs a sublicense royalty of 15% of any monies or other consideration that Abattis receives from any sublicense; and (iii) after two years, Abattis will be required to pay to Vertical Designs a minimum royalty payment of $25,000 per year and if the combined royalty payments paid from (i) and (ii) above do not equal $25,000 in any given year then Abattis will be permitted to top up such amount with a cash payment.

Under the terms of the Amended Agreement, the patent license will revert to Vertical Designs in certain circumstances, including: (i) if Abattis terminates the Amended Agreement; (ii) if Abattis materially breaches or defaults in the performance of the agreement and has not cured such default within 60 days, or in the case of failure to pay any amounts due, then within 30 days, after receiving written notice from Vertical Designs specifying the breach; (iii) if Abattis discontinues its business of producing ingredients for pharmaceutical, neutraceutical, cosmetic or wellness markets; (iv) if Abattis fails to pay the annual $25,000 minimum royalty payment for any year ending after the second anniversary of the Amended Agreement; or (v) if Abattis becomes insolvent, makes an assignment for the benefit of creditors or has a petition of bankruptcy filed by or against it, which petition is not vacated or otherwise removed within 90 days after the filing thereof.

In addition, under the Amended Agreement all obligations related to the purchase of equipment and the building of licensed facilities were deleted from the license agreement and, in lieu thereof, the parties entered into a Bill of Sale pursuant to which Abattis agreed to pay Vertical Designs $250,000 for the purchase and sale of six complete Vertical Designs operational units of six levels high, totaling thirty-six levels, with touch screen software to control all lights, sensors and irrigation air flow along with 5 tonnes of HVAC for room controls. The purchase price will be paid in instalments, the dates and amounts of which will be determined between the parties, with the first instalment payment being due on or before the earlier of five business days following Abattis completing an equity and/or debt financing of any amount whatsoever or the first business day in the seventh month following the date of the Bill of Sale.

"After signing the BC license agreement in November, we have seen the medical marijuana policies in Health Canada and under US laws change," stated Mike Withrow, President and chief executive officer of Abattis. "It was a combination of this, together with opportunities in other foreign countries with other plant tissue and medicinal applications, that played a major factor in our decision to acquire the exclusive world-wide rights to the Vertical Designs' technology for use in the prescribed areas. We have put all of the pieces in place and we are now pushing forward with the process of making application to the government to become a participant in the rapidly changing marijuana market, which in November 2012 was estimated to be $46 Billion in the United States alone, assuming cannabis was legalized nationally there (Medical Marijuana Business Daily, November 27, 2012: potential US Marijuana Market Estimated at $46 Billion by Anne Holland). We feel this exclusive, world-wide license is a great compliment to the asset base and IP we have acquired over the past 18 months and it is now time to start implementing our strategy."

Nick Brusatore, President and chief executive officer of Vertical Designs and recently appointed director of Abattis, commented, "I am very happy to make this deal for the shareholders of Vertical Designs and Abattis, as this will allow me and my team to focus on the implementation of our new automated mechanical pollinating strawberry systems along with the construction of our BC operations for herbs, spinach and various lettuces." We are also very excited that Abattis will now be poised to establish itself in the marijuana markets in North America as they open up, with the ability to mass produce and extract under the highest level of protocol scrutiny for the safety of the North American people and deliver a solution to the mass production of this plant tissue."

Abattis also announces that it has granted 1,615,000 incentive stock options to certain of its directors, officers and consultants, with each option being exercisable into a common share of Abattis @ $0.10/share for a period of five years.

About Vertical Design

Vertical Design is helmed by Nick Brusatore - an innovative eco-entrepreneur, natural capitalist, mechanical designer and inventor. Mr. Brusatore has presented on the benefits of vertical farm production facilities and energy-saving technologies on the international stage, including in Vancouver, Haiti, New York, San Francisco and China as well as at various colleges and universities. Vertical Design is headquartered in Vancouver, B.C.

WEBSITE: http://www.verticaldesignsltd.com

EMAIL: [email protected]

PHONE: (604) 356-0411

About Abattis Bioceuticals Corp.

Abattis is a specialty biotechnology company with capabilities through its wholly owned subsidiaries of producing, licensing and marketing proprietary ingredients and formulas for use in BioPharma, Nutraceutical, Cosmetic and Animal Nutrition markets. The company has a deep pipeline of proprietary products ready for sale in high growth areas of Functional Foods and Supplements business.


Mike Withrow, President & CEO

Neither the CNSX Exchange nor its regulations services accepts responsibility for the adequacy or accuracy of this release.

Abattis Bioceuticals Corp.
Mike Withrow
President & CEO

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

Latest Stories
Bert Loomis was a visionary. This general session will highlight how Bert Loomis and people like him inspire us to build great things with small inventions. In their general session at 19th Cloud Expo, Harold Hannon, Architect at IBM Bluemix, and Michael O'Neill, Strategic Business Development at Nvidia, will discuss the accelerating pace of AI development and how IBM Cloud and NVIDIA are partnering to bring AI capabilities to "every day," on-demand. They will also review two "free infrastruct...
Intelligent machines are here. Robots, self-driving cars, drones, bots and many IoT devices are becoming smarter with Machine Learning. In her session at @ThingsExpo, Sudha Jamthe, CEO of IoTDisruptions.com, will discuss the next wave of business disruption at the junction of IoT and AI, impacting many industries and set to change our lives, work and world as we know it.
More and more brands have jumped on the IoT bandwagon. We have an excess of wearables – activity trackers, smartwatches, smart glasses and sneakers, and more that track seemingly endless datapoints. However, most consumers have no idea what “IoT” means. Creating more wearables that track data shouldn't be the aim of brands; delivering meaningful, tangible relevance to their users should be. We're in a period in which the IoT pendulum is still swinging. Initially, it swung toward "smart for smar...
President Obama recently announced the launch of a new national awareness campaign to "encourage more Americans to move beyond passwords – adding an extra layer of security like a fingerprint or codes sent to your cellphone." The shift from single passwords to multi-factor authentication couldn’t be timelier or more strategic. This session will focus on why passwords alone are no longer effective, and why the time to act is now. In his session at 19th Cloud Expo, Chris Webber, security strateg...
In past @ThingsExpo presentations, Joseph di Paolantonio has explored how various Internet of Things (IoT) and data management and analytics (DMA) solution spaces will come together as sensor analytics ecosystems. This year, in his session at @ThingsExpo, Joseph di Paolantonio from DataArchon, will be adding the numerous Transportation areas, from autonomous vehicles to “Uber for containers.” While IoT data in any one area of Transportation will have a huge impact in that area, combining sensor...
In his general session at 19th Cloud Expo, Manish Dixit, VP of Product and Engineering at Dice, will discuss how Dice leverages data insights and tools to help both tech professionals and recruiters better understand how skills relate to each other and which skills are in high demand using interactive visualizations and salary indicator tools to maximize earning potential. Manish Dixit is VP of Product and Engineering at Dice. As the leader of the Product, Engineering and Data Sciences team a...
SYS-CON Events announced today that Tintri Inc., a leading producer of VM-aware storage (VAS) for virtualization and cloud environments, will present at the 19th International Cloud Expo, which will take place on November 1–3, 2016, at the Santa Clara Convention Center in Santa Clara, CA. Tintri VM-aware storage is the simplest for virtualized applications and cloud. Organizations including GE, Toyota, United Healthcare, NASA and 6 of the Fortune 15 have said “No to LUNs.” With Tintri they manag...
As companies adopt the cloud-to-streamline workflow, deployment hasn’t been very seamless because of IT concerns surrounding security risks. The cloud offers many benefits, but protecting and securing information can be tricky across multiple cloud providers and remains IT’s overall responsibility. In his session at 19th Cloud Expo, Simon Bain, CEO of SearchYourCloud, will address security compliance issues associated with cloud applications and how document-level encryption is critical for sup...
DevOps is speeding towards the IT world like a freight train and the hype around it is deafening. There is no reason to be afraid of this change as it is the natural reaction to the agile movement that revolutionized development just a few years ago. By definition, DevOps is the natural alignment of IT performance to business profitability. The relevance of this has yet to be quantified but it has been suggested that the route to the CEO’s chair will come from the IT leaders that successfully ma...
Join IBM November 2 at 19th Cloud Expo at the Santa Clara Convention Center in Santa Clara, CA, and learn how to go beyond multi-speed it to bring agility to traditional enterprise applications. Technology innovation is the driving force behind modern business and enterprises must respond by increasing the speed and efficiency of software delivery. The challenge is that existing enterprise applications are expensive to develop and difficult to modernize. This often results in what Gartner calls...
We are always online. We access our data, our finances, work, and various services on the Internet. But we live in a congested world of information in which the roads were built two decades ago. The quest for better, faster Internet routing has been around for a decade, but nobody solved this problem. We’ve seen band aid approaches like CDNs that attack a niche's slice of static content part of the Internet, but that’s it. It does not address the dynamic services-based Internet of today. It doe...
The explosion of new web/cloud/IoT-based applications and the data they generate are transforming our world right before our eyes. In this rush to adopt these new technologies, organizations are often ignoring fundamental questions concerning who owns the data and failing to ask for permission to conduct invasive surveillance of their customers. Organizations that are not transparent about how their systems gather data telemetry without offering shared data ownership risk product rejection, regu...
Although it has gained significant traction in the consumer space, IoT is still in the early stages of adoption in enterprises environments. However, many companies are working on initiatives like Industry 4.0 that includes IoT as one of the key disruptive technologies expected to reshape businesses of tomorrow. The key challenges will be availability, robustness and reliability of networks that connect devices in a business environment. Software Defined Wide Area Network (SD-WAN) is expected to...
The Internet of Things (IoT), in all its myriad manifestations, has great potential. Much of that potential comes from the evolving data management and analytic (DMA) technologies and processes that allow us to gain insight from all of the IoT data that can be generated and gathered. This potential may never be met as those data sets are tied to specific industry verticals and single markets, with no clear way to use IoT data and sensor analytics to fulfill the hype being given the IoT today.
@ThingsExpo has been named the Top 5 Most Influential M2M Brand by Onalytica in the ‘Machine to Machine: Top 100 Influencers and Brands.' Onalytica analyzed the online debate on M2M by looking at over 85,000 tweets to provide the most influential individuals and brands that drive the discussion. According to Onalytica the "analysis showed a very engaged community with a lot of interactive tweets. The M2M discussion seems to be more fragmented and driven by some of the major brands present in the...