tem 8.01 Other Events.
On November 11,2021 Regen Biopharma, Inc. (the “Company”) entered into a Letter of Intent ( “LOI”) with Canary Oncoceutics, Inc (“Canary”) and Canary Oncoceutics Partners, LLC (“LLC”) whereby the Company shall acquire 95% of the share capital and voting power of Canary ( “Canary Controlling Interest”) for consideration consisting of $1,000,000 and common shares of the Company valued at the average share price of the common shares in the 2 weeks prior to the closing of a definitive agreement between the parties (“RGBP Share Value”). The number of common shares to be issued shall be the number of common shares valued at the RGBP share value which shall equal the value of the Canary Controlling Interest as determined by a mutually acceptable third-party valuation expert.
No definitive agreement between the parties for the acquisition by the Company of the Canary Controlling Interest shall close unless the Company shall have raised the amount of $50,000,000 USD dedicated solely to the development and commercialization of Canary diagnostics and products (“Canary Funds”).
It is understood that the IP that will be licensed into Canary will originate from Cornell University. The final IP will be included in the definitive agreement as an appendix. This IP allows for the creation of patient-derived tumor on vascular nets for in vitro testing of therapeutic agents.
It is contemplated by the parties that until the first commercial contract for use of the first Test Product, the Company shall pay to LLC on each anniversary of the effective date of any definitive agreement the applicable fees listed below, with the last year pro-rated:
News 
Market Data 
Discover 
