Item 1.01 Entry Into A Material Definitive Agreement.
On October 7, 2020, Bionovate Technologies Corp. (the "Company") entered into a
Share Exchange Agreement (the "Share Exchange Agreement") facilitated between
Evergreen Solutions, Ltd, a private Company ("Evergreen"), and Human Data AG, a
private Switzerland Company ("Human Data").
Pursuant to the Share Exchange Agreement, in exchange for the acquisition of all
of the outstanding Company shares which Evergreen owns, to wit, 54,270,000
shares (the "Exchange Shares"), the Company will receive 12,500 shares of
Digital Diagnostics AG ("Digital") owned by Human Data, which equates to 25% of
the currently issued shares of Digital.
The Share Exchange Agreement contains customary representations and warranties
made by the Company, on the one hand, and Evergreen and Human Data on the other
hand, made solely for the benefit of the other, which in certain cases are
subject to specified exceptions and qualifications contained in the Share
Exchange Agreement or in information provided pursuant to certain disclosure
schedules to the Share Exchange Agreement.
Item 9.01 Financial Statements and Exhibits
The foregoing descriptions of the Share Exchange Agreement do not purport to be
complete and are subject to, and are qualified in their entirety by, the full
text of this agreement, which is filed herewith as Exhibit 10.1, and
incorporated herein by reference.
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