Zyber Secure Mobile Solutions Inc entered into a binding heads of agreement to acquire Dourado Resources Limited (ASX:DUO) in a reverse merger transaction on September 2, 2015. The consideration includes upto 700 million shares to be issued upon settlement of the acquisition, 180 million shares dependent on financial performance and 90 million contingent shares. Upon completion of the acquisition, the current Dourado directors (other than Peter Wall) will resign as directors and Zyber will have the right to nominate 4 directors of Zyber to the Dourado board. Clay Epstein will be joining the Board as the Chief Executive Officer/Managing Director and Jason Tomkinson will be joining the Board as a Non-Executive Director. The deal is subject to execution of formal share sale agreements, due diligence by Dourado and Zyber on each other, Dourado raising a minimum of AUD 3 million, Dourado and Zyber obtaining all necessary shareholder and regulatory approvals . The transaction is also subject to Vendors and warrant holders entering into any escrow agreements required by ASX under the ASX Listing Rules. The transaction is expected to close on November 6, 2015.
As on October 7, 2015, Zyber Secure Mobile Solutions Inc and confirmed that they are satisfied with their due diligence inquiries on the other party. The new name proposed to be adopted is Zyber Holdings Ltd. The Directors of Dourado Resources Limited recommend shareholders to vote in favour of the resolution. As onNovember 17, 2015, Zyber Secure Mobile Solutions appointed Paul Assaly to its Advisory Board., Tony Louie will take up the role of Sales Lead. As on November 30, 2015, shareholders of Dourado Resources approved the transaction. As of January 25, 2016, the transaction is expected to be completed by February 8, 2016. All conditions related to the transaction were satisfied on February 16, 2016.