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M&A / Property

Optimind Pharma Announces Definitive Agreement for Proposed Change of Business with InterviewDesk

By The Northwire Desk — AI Analysis Sep 08, 2025 · 15:19 OMND · 0.005 Optimind Pharma Corp.
OMND · Price

Executive Summary

  • Optimind Pharma Corp. has entered into a binding definitive share exchange agreement to acquire IDesk Technologies Private Limited, a private Indian AI company, constituting a "Fundamental Change" that will transform Optimind into a technology company focused on artificial intelligence.
  • The transaction involves the issuance of 11,000,000 common shares to IDesk shareholders, with an additional 3,000,000 shares to be issued over two years, subject to a share consolidation of approximately 1 new share for every 3.66 old shares.
  • A concurrent private placement financing is planned to raise between $750,000 and $1,200,000 at $0.10 per share, and trading in Optimind's shares is currently halted pending CSE approval.

Key Details

  • Transaction Structure: Binding definitive share exchange agreement dated September 5, 2025, between Optimind Pharma Corp. and IDesk Technologies Private Limited ("InterviewDesk").
  • Share Issuance:
    • Initial issuance: 11,000,000 common shares (post-consolidation basis) to IDesk shareholders.
    • Earn-out/Additional issuance: 3,000,000 Company Shares to the two principals of InterviewDesk (1,500,000 on the first anniversary and 1,500,000 on the second anniversary of closing).
  • Share Consolidation: Prior to closing, existing common shares will be consolidated on a 1 new share for approximately 3.66 old shares basis. Post-consolidation, pre-transaction, the company will have 30,000,000 shares issued and outstanding.
  • Concurrent Financing:
    • Type: Private placement of subscription receipts (convertible to shares) or Company Shares.
    • Price: $0.10 per subscription receipt or Company Share (post-consolidation).
    • Proceeds: Minimum $750,000; Maximum $1,200,000.
    • Timing: On or before closing of the Transaction.
  • Finder's Fees: 5,000,000 Company Shares payable in connection with the Transaction.
  • Corporate Governance:
    • Board of Directors: Four individuals (two nominated by Optimind, two by InterviewDesk).
    • Management: Rakesh Malhotra remains CFO; Pichumani Durairaj becomes CEO; Vasundhara Pichumani becomes COO.
  • Conditions Precedent:
    • Shareholder approval (majority of minority) at a future meeting.
    • CSE acceptance of the Transaction and listing of securities.
    • Completion of due diligence.
    • Completion of Concurrent Financing.
  • Timeline: Anticipated completion no later than December 31, 2025.
  • Trading Status: Trading in common shares is currently halted and will remain halted until CSE documentation is accepted and permission to resume trading is granted.
  • Target Business: IDesk Technologies operates "Creya AI," a conversational AI interview bot for automated sourcing, screening, and candidate interviews. Claims include 100,000+ global users, 20,000+ human interview insights, and 1 million+ assessments.

Notable Quotes

  • "Recruitment has been stuck in the past for too long. Creya AI brings automation with the intelligence of real-world hiring, helping companies hire smarter and faster," said Pichumani Durairaj, Founder & CEO of InterviewDesk.
Read the original news release →

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