14. STEMVAX, LLC ACQUISITION

On September 8, 2020, NovAccess Global, Inc. acquired 100% of the membership interest in StemVax, LLC (“StemVax”) from Innovest Global, Inc. StemVax is a biotechnology company developing therapies for brain tumor patients and holds a related exclusive patent license from Cedars–Sinai Medical Center (“CSMC”) for StemVax Glioblast (SVX–GB) a cancer vaccine therapy that enhances patient’s immune response against brain tumors.

NovAccess issued 7,500,000 common shares based on Sept 8, 2020 market price of $0.85 to acquire StemVax. Total consideration paid for 100% Interest is $6,375,000. The acquisition includes license fees; milestone payments; and royalty payments during clinical trials through revenue generation.

The intangible asset "the license agreement with CSMC" acquired as part of the transaction was fair valued at zero as any potential revenues from the commercialization of the license were subject to successful clinical trials and market penetration. In addition, StemVax is in the development stage and has no projected revenue for 10 years into the future.

The transaction between NovAccess and Innovest was determined to be a related party transaction as Dan Martin, the CEO of Innovest has a controlling interest in both entities. Therefore, the assets and liabilities are carried over at book value per ASC 805-50 and the excess consideration is recorded as a deemed dividend.

Below table demonstrates allocation of purchase consideration on September 8, 2020:

	Debit			Credit
Tangible Assets Acquired
Current Assets
Wells Fargo StemVax	$	5
Other Receivable		122
Total Tangible Assets		127
Assumed Liabilities
License Fees Payable				$	50,402
Accrued Interest					1,073
Total Liabilities					51,475
Net Tangible Assets/Liabilities		(51,348	)
Intangible Assets Acquired
Net Assets/Liabilities		(51,348	)
Deemed Dividend		6,426,348
Total Net Assets Acquired	$	6,375,000