MeaTech Ltd. signed a memorandum of understanding to acquire Ophectra Real Estate & Investments Ltd (TASE:OPCT) in a reverse merger transaction on October 2, 2019. Under the terms of transaction, Ophectra Real Estate & Investments will acquire MeaTech Ltd. by way of a share swap. Under a merger agreement between MeaTech and Ophectra, Ophectra allotted to MeaTech's shareholders 30.5 million ordinary shares of Ophectra, in exchange for the transfer of their entire holdings in MeaTech, so that at the time the merger was closed, MeaTech shareholders held approximately 60% of the issued and paid-up share capital of Ophectra. In addition, it was determined that Ophectra Real Estate will issue to MeaTech Ltd.'s minority shareholders warrants exercisable into approximately 12.7 million shares in the scope of 8% in 2 steps of 4% each, being the exercise of the said warrants subject to completion of certain technological milestones by MeaTech Ltd, which would increase the holdings of MeaTech shareholders to 68%.

This transaction is subject to completion of technological and legal due diligence, which is stipulated to be over in the coming days. The sides will sign a final binding agreement during the coming 45 days. As on December 8, 2019, the transaction has been approved by shareholders of Ophectra Real Estate & Investments.

MeaTech Ltd. completed the acquisition of Ophectra Real Estate & Investments Ltd (TASE:OPCT) in a reverse merger transaction on January 26, 2020. Upon completion of the merger, MeaTech became a wholly owned subsidiary of Ophectra, the name of Ophectra was changed to Meat-Tech 3D Ltd. All Directors and Officers of MeaTech became Directors and Officers of Meat-Tech 3D Ltd., in addition to some of the incumbent Directors of Ophectra. At the date of completion of the merger, three Ophectra Directors resigned from the Company's Board of Directors, and three Directors, including MeaTech's Chief Executive Officer and Chief Technology Officer, Sharon Fima, were either appointed to the Ophectra's Board or were requested to remain because of their business experience or financial expertise and to maintain sound corporate governance. In addition, Fima was appointed as Chief Executive Officer & Chief Technical Officer of the Company. Shortly after the merger, following additional changes to Director composition, the resulting company's Board of Directors was composed of four Directors appointed by the post-merger company or requested to remain, and two external Directors with financial expertise not involved in the business of either Ophectra or MeaTech. All the preconditions for the closing of the transaction were met.