Endonovo Closes Asset Purchase Agreement for a Minimum of $50M With SofPulse, Inc

Los Angeles, CA, March 28, 2024 (GLOBE NEWSWIRE) -- Endonovo (OTC PINK: ENDV) and its subsidiary, SofPulse, Inc., today announced they have finalized and completed the Asset Purchase Agreement (APA), originally signed in December 2023, for the acquisition of Endonovo's assets and Intellectual Property (IP) for a minimum of $50 million.

With completion of the APA, both Endonovo and SofPulse, Inc. share a strategic vision and a commitment for long term growth.

Finalized Terms of SofPulse, Inc. Spin-off

The APA transaction for the purchase of Endonovo assets and IP by SofPulse, Inc. is now closed, pending the customary regulatory approvals.

Key points of the APA include:

• Agreement to engage Adeptus, a qualified third party's asset valuation firm.
• Acquisition of ENDV IP by SofPulse Inc., including FDA-clearance in the human medical markets, for $50 Million, with potential additional valuation determined by Adeptus (which management believes will be between $50 million to $100 million).
• Agreement for SofPulse Inc. to issue $50 million in freely traded stock through an S-1 registration, priced at $5.00 per share to Endonovo.
• Register and distribute SofPulse Inc. shares to ENDV's shareholders with its present intention is to distribute 80% of such shares to ENDV shareholders on a date to be determined.
• Any additional valuation by Adeptus over $50 million will be paid in cash or in a secured promissory note which will be convertible into NASDAQ listed marketable securities at the sole discretion of the ENDV.
• Filing of S-1 registration statement to register the assets being purchased and to fulfill the regulatory requirements for a NASDAQ listing following the sale's completion.

SofPulse, Inc. Capital Raise

SofPulse, Inc. has commenced its capital raise of up to $1,000,000 through a 506(c) -offering tailored for accredited investors. The present capital offering is valued at a pre-money valuation of approximately $25.2 million, with shares priced at $2.50 per share. The capital raise is anticipated to support further development and growth. Upon completion of the capital raise, SofPulse Inc. will look to further develop the assets and IP through additional capital funding rounds to fund its path toward its IPO and NASDAQ registration.