Item 8.01 – Other Events

As previously announced, on December 2, 2016, the Asset Purchase Agreement (the “APA”) executed on October 1, 2016 between the Company, Integumen Inc., Integumen Limited (now Integumen plc), Donald Nicholson and Samuel Asculai was completed. Pursuant to the APA, the Company sold to Integumen Inc. substantially all of its assets and certain of its liabilities.

The Company received 2,632,868 ordinary shares in Integumen plc (“Integumen”) at a price of £1 per share. This comprised the total consideration of £3,030,000 ($3,840,525) less assumed liabilities of £320,209 ($416,272) and the amount of £76,923 ($100,000) owing under the secured promissory note issued by the Company to Integumen on July 7, 2016.

On March 24, 2017 the Company received an additional 2 ordinary shares of Integumen bringing the total number of shares held to 2,632,870 ordinary shares. Integumen then undertook a capital reorganization under which the Company’s holding became 56 shares for every 5 shares held resulting in a holding of 29,488,144 ordinary shares.

On April 5, 2017, Integumen raised £2.25 million ($2.8 million) through the sale of 45,000,000 ordinary shares at a price of 5 pence per share and obtained admission of its ordinary shares to trading on AIM (“Admission”). Dealings commenced on AIM on 5 April 2017 and the total market capitalisation of Integumen at Admission was approximately £8.25 million ($10.26 million). At Admission the Company held 29,488,144 fully paid ordinary shares of one pence each of Integumen pre-admission or 24.56% of the issued and outstanding shares of Integumen. Following the capital raise and Admission, Enhance continues to hold 29,488,144 fully paid ordinary shares of one pence each of Integumen representing 17.87% of the issued and outstanding shares of Integumen.