On Aug. 27, 2015, the California Department of Business Oversight (the "DBO") convened a fairness hearing to review the proposed merger between AgJunction Inc. and Novariant, Inc. previously announced on March 16, 2015.

Following the hearing, the DBO determined that the terms and conditions of the transaction are fair to the stockholders of Novariant and issued a permit to AgJunction to issue the securities described in the application filed with the DBO on June 12, 2015 as exempt securities under Section 3(a)(10) of the Securities Act of 1933, as amended.

As a result, AgJunction will not be required to register such shares with the Securities and Exchange Commission prior to their issuance as merger consideration.

The proposed merger remains subject to the approval of the stockholders of Novariant, the approval by AgJunction's shareholders of the issuance of AgJunction common shares pursuant to the merger, and the satisfaction of certain other customary closing conditions.