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Re: None

Wednesday, 11/17/2010 12:02:39 PM

Wednesday, November 17, 2010 12:02:39 PM

Post# of 257
8K out yesterday.. a bit of good news...

In summary:

1. Savings of up to $315,000 over the next 3 years.
2. Notes are convertible at $0.05 (price now is at 0.023 - i guess, we will be heading above $0.05 or higher soon!)


http://www.sec.gov/Archives/edgar/data/835688/000117891310003038/zk1009070.htm

OSR Holding Corp. (“Holding”), a wholly owned subsidiary of Laxai Pharma, Ltd., formerly known as NexGen Biofuels, Ltd. (the “Registrant”), has entered into an addendum to the Asset Purchase Agreement (the “APA”) signed on March 3, 2010 with the seller which will reduce the consideration due by up to $750,000 plus provide a cost reduction in salary for a savings of up to $315,000 over the next 3-yrs.

The adjustment to the purchase price and other consideration for the acquisition will be adjusted as follows:

1. There will be no earn out payment of up to $750,000 which was otherwise due, subject to meeting certain financial performance metrics, in three installments of up to $250,000 each on December 31, 2010, December 31, 2011, and December 31, 2012.



2. Four Million Three Hundred Thousand (4,300,000) additional ordinary shares of the Registrant will be issued to the seller Mr. Vamsidhar Maddipatla.



3. Existing note of $473,159 which carries an interest rate of prime + 3.25% p.a that is currently due has been converted to a convertible note matures and converts to common shares @ $0.05/share on March 31, 2011, if not paid.



4. Existing note of $250,000 note has an option to convert in to common shares @ $0.05/share at the option of Mr. Vamsidhar Maddipatla.



5. Mr. Vamsi Maddipatla converted his employment agreement which currently pays @ $225,000 per year plus benefits in to a Consulting agreement @ $120,000 per year with his limited liability company VM Global, LLC. Through the same agreement, he is also eligible for a 5% success fee on the enterprise value of the acquisition targets he refers or helps the company acquire or any equity received by the company through sources he introduces.



6. Company also entered in to Share purchase agreement and Unit purchase agreements with OSR Solutions, Inc and OSR Enterprises, LLC respectively which are currently owned by Mr. Vamsidhar Maddipatlain exchange for the assumption of total existing liabilities of $183,742 from Bank of America and PNC Bank. OSR Enterprises, LLC has a prime vendor relationship with a large pharmaceutical company with current revenues of approximately $120,000 annually which management expects to increase.

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