Strategic Asset Leasing Inc (fka LEAS)

[StockRoomBully]

ANEW MEDICAL, INC. entered into a definitive merger agreement to acquire Redwoods Acquisition Corp. from Redwoods Capital LLC and others for approximately $110 million in a reverse merger transaction.
May 29, 2023

ANEW MEDICAL, INC. (OTCPK:LEAS) entered into a definitive merger agreement to acquire Redwoods Acquisition Corp. (NasdaqGM:RWOD) from Redwoods Capital LLC and others for approximately $110 million in a reverse merger transaction on May 30, 2023. As per the terms of the transaction, the Company will acquire all of the outstanding equity interests of ANEW in exchange for shares of the Company's common stock, par value $0.0001 per share (the “ Common Stock ”), based on an implied ANEW equity value of $60,000,000, to be paid to ANEW stockholders at the effective time of the Merger.

In addition, certain ANEW stockholders will be issued additional shares of the Company's Common Stock (the “ Contingent Consideration Shares ”), which will be issued as follows: (i) 2,000,000 Contingent Consideration Shares upon the Company achieving a closing price equal to or exceeding $12.50; (ii) 2,000,000 Contingent Consideration Shares upon the Company achieving a closing price equal to or exceeding $15.00; and (iii) 1,000,000 Contingent Consideration Shares upon the Company achieving a closing price equal to or exceeding $20.00 for 10 trading days within a 20-day trading period in the first five years following the Closing. The pro forma enterprise value of the combined company is up to $94 million, which includes up to $54 of cash held in the trust account of Redwoods, which is subject to redemption by Redwoods stockholders. These values exclude up to 5 million of additional earn-out shares that would be issued to ANEW stockholders if applicable stock performance-based requirements are met.

The proposed business combination contemplates that ANEW's stockholders will roll 100% of their equity into the combined company and will be eligible to receive additional shares pursuant to an earn-out based on the combined company's future stock performance. ANEW MEDICAL shall pay Redwoods a termination fee of $500,000 and vice-versa.