Fantasy Network: Merger agreement with the food-tech company – Bio-Milk –...

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Reported an agreement to acquire 100% of the share capital of Bio-Milk, a company that develops technology for the production of cultured milk, extracted from milk cells, without the need for animal milking, and the development of technology for the production of cultured breast milk and HMO (oligosaccharides) which are unique carbohydrates . Upon completion of the transaction, Bio Milk shareholders will receive approximately 65% ​​of Fantasy Network’s shares as well as rights to the shares, which will increase subject to compliance with milestones up to approximately 75% of Fantasy Network’s share capital.

As part of the agreement, it was determined that NIS 7 million will be in the Fantasy Network coffers when the transaction is completed. The company intends to complete the due diligence that is in the final stage over the next 10 days and then a summons will be published to the general meeting to approve the deal.

All existing holdings of Fantasy Network will be transferred to a trustee who will work to realize these assets. The consideration received for the realization of the assets will be distributed as a dividend to the company’s shareholders, as they were before the completion of the merger agreement with Bio Milk. In this way, the company will remain empty of assets and liabilities at the date of completion of the transaction, except for a total of NIS 7 million as stated. According to the agreement, all members of the management and the current board of directors of Fantasy Network will terminate their position on the date of completion of the merger, and Bio-Milk will appoint directors and members of management on its behalf.

Bio-Milk, which deals with food technologies, was established in 2018, under the name Meshek Net Ltd. and in 2020 changed its name to Bio-Milk. The company has 3 main developments, including the development of an industrial process for the production of cultured milk, ie milk production without cow’s milk; For the production of cultured breast milk, and the development of technology for the production of oligosaccharides from breast milk (HMO) in engineered microorganisms.

At the beginning of October 2020, Bio-Milk completed a round of raising NIS 12 million from private investors. The fundraising is intended to enable Bio-Milk to advance the goals of its research and development program.

Bio-Milk is managed by the CEO, Tomer Eisen, who has experience in marketing positions and management positions at the Johnson & Johnson International Corporation.

Bio-Milk, holds the right to use the intellectual property, from the commercial arm of the Hebrew University (application), of 10 years of research products led by Dr. Nurit Argov Argaman, who is one of the founders of Bio-Milk, who serves as a director and VP of technology at the company.

In addition, as part of a license she contracted with Bio-Milk, she was granted the rights to develop the HMO component, in a research project by Prof. Maggie Levy, who is one of the founders of Bio-Milk, and serves as a senior researcher and consultant at the company.

In addition to the license agreement, Bio-Milk has filed a patent application for the company’s developments, under which it intends to produce industrial technology to produce dairy products, without harming animals as well as breast milk, which will be used as an alternative to existing products in the dairy market.

Bio-Milk CEO Tomer Eisen: “We are pleased with the agreements reached with Fantasy Network’s management ahead of the merger. Bio-Milk has a meaningful vision for the global dairy market, which also includes compassion for animals and environmental protection and, at the same time, innovative, high-quality and groundbreaking products based on D’s important research.” R. Nurit Argov and Prof. Maggie Levy, who will lead the company’s development activities. The expected merger with Fantasy Network has created a platform for Bio-Milk that opens up various financing options that will allow us to accelerate the R&D stages of the company’s technologies, expand and protect the important intellectual property base we have created, bring Bio-Milk to sales markets as quickly as possible. The international we are aiming for. ”

Fantasy Network CEO, Danny Tzadok: “We are pleased and proud of the important engagement agreement with Bio-Milk. This is an in-line agreement for a country that strives to strengthen its position as a start-up nation, becoming another fruit of blue-and-white development, a vision that the general public can take part in. “Bio-Milk will create great value for Fantasy Network investors, as the local market recognizes the strength of the economic potential of the company’s developments and the ability of these developments to create a significant foothold and bring about beneficial change with the environment in the field rolling in hundreds of billions of dollars a year.”