3 unchanged sentences
to, and our property is not subject to, any material legal proceedings, except as set forth below.
−Removed: On October 25, 2017, Genexosome entered into and closed
−Removed: a Stock Purchase Agreement with Beijing Genexosome and Yu Zhou, MD, PhD, the sole shareholder of Beijing Genexosome, pursuant to which
−Removed: Genexosome acquired all of the issued and outstanding securities of Beijing Genexosome in consideration of a cash payment in the amount
−Removed: of $450,000, of which $100,000 is still owed.
−Removed: Further, on October 25, 2017, Genexosome entered into and closed an Asset Purchase Agreement
−Removed: Zhou, pursuant to which the Company acquired all assets, including all intellectual property and exosome separation systems,
−Removed: Zhou pertaining to the business of researching, developing and commercializing exosome technologies.
−Removed: In consideration of the
−Removed: assets, Genexosome paid Dr.
−Removed: Zhou $876,087 in cash, transferred 500,000 shares of common stock of the Company to Dr.
+Added: October 25, 2017, Genexosome entered into and closed a Stock Purchase Agreement with Beijing Genexosome and Yu Zhou, MD, PhD, the sole
+Added: shareholder of Beijing Genexosome, pursuant to which Genexosome acquired all of the issued and outstanding securities of Beijing Genexosome
+Added: in consideration of a cash payment in the amount of $450,000, of which $100,000 is still owed.
+Added: Further, on October 25, 2017, Genexosome
+Added: entered into and closed an Asset Purchase Agreement with Dr.
+Added: Zhou, pursuant to which the Company acquired all assets, including all intellectual
+Added: property and exosome separation systems, held by Dr.
+Added: Zhou pertaining to the business of researching, developing and commercializing exosome
+Added: technologies.
+Added: In consideration of the assets, Genexosome paid Dr.
+Added: Zhou $876,087 in cash, transferred 500,000 shares of common stock of
+Added: the Company to Dr.
Zhou and issued Dr.
Zhou 400 shares of common stock of Genexosome.
−Removed: Further, The Company had not been able to realize the financial projections provided by
−Removed: Zhou at the time of the acquisition and has decided to impair the intangible asset associated with this acquisition to zero.
−Removed: was terminated as Co-CEO of Genexosome on August 14, 2019.
−Removed: Further, on October 28, 2019, Research Institute at Nationwide Children’s
−Removed: Hospital (“Research Institute”) filed a Complaint in the United States District Court for the Southern District of Ohio Eastern
−Removed: Division against Dr.
−Removed: Zhou, Li Chen, the Company and Genexosome with various claims against the Company and Genexosome including misappropriation
−Removed: of trade secrets in violation of the Defend Trade Secrets Act of 2016 and violation of Ohio Uniform Trade Secrets Act.
−Removed: Research Institute
−Removed: is seeking monetary damages, injunctive relief, exemplary damages, injunctive relief and other equitable relief.
−Removed: The Company intends to
−Removed: vigorously defend against this action and pursue all available legal remedies.
−Removed: The criminal proceedings against Dr.
−Removed: Zhou and Li Chen have
−Removed: been concluded and the civil litigation continue.
−Removed: While there can be no assurances, the Company believes it has substantial legal and
−Removed: factual defenses to the Research Institute’s claims and the likelihood of any findings of liability for the Company cannot be assessed
−Removed: at this time.
+Added: Further, The Company had not been able to realize
+Added: the financial projections provided by Dr.
+Added: Zhou at the time of the acquisition and has decided to impair the intangible asset associated
+Added: with this acquisition to zero.
+Added: Zhou was terminated as Co-CEO of Genexosome on August 14, 2019.
+Added: Further, on October 28, 2019, Research
+Added: Institute at Nationwide Children’s Hospital (“Research Institute”) filed a Complaint in the United States District
+Added: Court for the Southern District of Ohio Eastern Division against Dr.
+Added: Zhou, Li Chen, the Company and Genexosome with various claims against
+Added: the Company and Genexosome including misappropriation of trade secrets in violation of the Defend Trade Secrets Act of 2016 and violation
+Added: of Ohio Uniform Trade Secrets Act.
+Added: Research Institute is seeking monetary damages, injunctive relief, exemplary damages, injunctive relief
+Added: and other equitable relief.
+Added: The Company intends to vigorously defend against this action and pursue all available legal remedies.
+Added: criminal proceedings against Dr.
+Added: Zhou and Li Chen have been concluded and the civil litigation continue.
+Added: While there can be no assurances,
+Added: the Company believes it has substantial legal and factual defenses to the Research Institute’s claims and the likelihood of any
+Added: findings of liability for the Company cannot be assessed at this time.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.