Item
1.01 Entry into a Material Definitive Agreement
Acquisition
of Pharmaceutical Development Company (Pty), Ltd.
On
November 6, 2017, Corix Bioscience, Inc., a Wyoming corporation (the “Company”), and David Lamont Manaway and Juhuru
Holdings, Ltd. (collectively, the “Selling Shareholders”), closed on their Agreement for Sale of Shares of Pharmaceutical
Development Company (Pty), Ltd., a company incorporated under the laws of the Kingdom of Lesotho (“PDC”). The transaction
had been approved by the Board of Directors on October 30, 2017. In consideration for the issuance of 1,300,000 shares of restricted
common stock in the Company and $200,000, the Company acquired 1,000 shares of common stock from the Selling Shareholders resulting
in PDC being a wholly-owned subsidiary of the Company. The shares were issued to the Selling Shareholders, or their designees
under the Agreement for Sale of Shares, as follows: (a) Sentinelle Global Investments (Pty) Ltd. (544,380 shares), (b) David Lamont
Manaway (294,728 shares), (c) Clifford Elphick (263,250 shares) and (d) Maria Elisabeth Findt (197,642 shares).
There
is no material relationship between the Company, and PDC or the Selling Shareholders, or their respective designees. Our Chairman
of the Board – Michael Ogburn, shall be the registered director of PDC in the Lesotho; however, pursuant to the Company’s
Bylaws, the Board of Directors shall make any and all business decisions associated with PDC. The reader is directed to the exhibits
for the executed version of the Agreement for Sale of Shares.
Consulting
Agreement (Cheelegal (Pty) Ltd.
On
November 1, 2017, the Company entered into a Consulting Agreement with Cheelegal (Pty), Ltd., a South African corporation (“Cheelegal”)
to advise it on the above-referenced transaction with the Selling Shareholders and PDC, and on other potentially similar opportunities.
The term of the Consulting Agreement is for six months. Cheelegal is to be issued 700,000 shares of restricted common stock in
the Company by or before November 16, 2017. The Company anticipates that these shares will be timely issued. If not, the Company
will amend this disclosure on Form 8-K accordingly. There is no material relationship between the Company and Cheelegal, or their
respective control persons. The reader is directed to the exhibits for the executed version of the Agreement.
Consulting
Agreement (Firm Trench Capital (Pty), Ltd.)
On
October 31, 2017, the Company entered into a Consulting Agreement with Firm Trench Capital (Pty), Ltd., a company incorporated
in South Africa doing business in Rivonia, Sandton (“Firm Trench”). Similar to Cheelegal, Firm Trench provided general
business advisory services on the above-referenced transaction with the Selling Shareholders and PDC, and on other potentially
similar opportunities. The term of the Consulting Agreement is for six months. Firm Trench was issued 700,000 shares of restricted
common stock in the Company on November 17, 2017. There is no material relationship between the Company and Firm Trench, or their
respective control persons. The reader is directed to the exhibits for the executed version of the Agreement.
Consulting
Agreement (Hermosa Capital Management, Inc.)
On
October 31, 2017, the Company entered into a Consulting Agreement with Hermosa Capital Management, Inc., a California corporation
(“Hermosa”) for Hermosa to provide general business advisory services outside of the facilitation of the sale of securities,
i.e. general business advisory services, due diligence services and merger research. The term of the Consulting Agreement is for
six months commencing on November 1, 2017. Hermosa was issued 700,000 shares of restricted common stock in the Company on November
7, 2017. There is no material relationship between the Company and Hermosa, or their respective control persons. The reader is
directed to the exhibits for the executed version of the Agreement.