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Nexscient, Inc. has agreed to acquire 100% of Crestview BPO Pte. Ltd., which will own all of Flipside Digital Content Company, Inc., under a definitive stock purchase agreement dated January 13, 2026. The aggregate purchase price is $6,184,500, subject to customary working capital and debt adjustments.
Consideration includes $600,000 in cash at closing, with $200,000 held in escrow for indemnification, a $450,000 seller convertible promissory note convertible into Nexscient common stock at $0.75 per share with scheduled maturities over three years, and 6,846,000 restricted Nexscient common shares valued at $5,134,500. The agreement includes customary representations, warranties, covenants, indemnities and closing conditions, including regulatory approvals and completion of a pre-closing reorganization, and the transaction is expected to close once all conditions are satisfied or waived.
Nexscient, Inc. (NXNT) filed its quarterly report for the three months ended September 30, 2025. The company reported no revenue and a net loss of $166,981. Cash was $58,953 at quarter end, against total liabilities of $667,048 and a stockholders’ deficit of $431,611. Operating expenses rose to $154,934, driven by higher general and administrative costs, partly offset by lower research and development. Convertible debentures outstanding totaled $530,000, with a 9% rate and a floor conversion price of $0.50 per share.
The company disclosed substantial doubt about its ability to continue as a going concern and cited an estimated cash burn of about $22,500 per month. Management concluded disclosure controls and internal control over financial reporting were not effective due to material weaknesses. Subsequent to quarter end, the CFO resigned and the CEO assumed interim CFO duties, and Nexscient entered a 12‑month strategic alliance with Tekcapital, issuing 300,000 restricted shares as consideration. Common shares outstanding were 21,323,312 as of September 30, 2025, and 21,623,312 as of November 12, 2025.
Nexscient, Inc. (OTCQB: NXNT) announced a strategic alliance with Tekcapital plc to source university-originated technologies aligned with Nexscient’s AI and advanced computing focus areas. The agreement is effective November 7, 2025 and runs for 12 months, during which Tekcapital will present opportunities for Nexscient’s review and potential acquisition. Once candidates are approved by Nexscient, Tekcapital will lead early-stage negotiations and structure transactions for Nexscient to acquire.
As consideration for services over the term, Nexscient will issue 300,000 shares of its restricted common stock to Tekcapital. The arrangement is intended to expand Nexscient’s access to a curated pipeline of innovations while formalizing Tekcapital’s role in sourcing and initial deal structuring.
Nexscient, Inc. (NXNT) announced a leadership change. On November 5, 2025, Chief Financial Officer Michael Portera resigned, effective immediately. The company stated the resignation was not the result of any disagreement with its operations, policies, or practices.
Chief Executive Officer Fred E. Tannous was appointed Interim Chief Financial Officer on the same date and will hold both roles while the company searches for a permanent CFO. Nexscient has begun identifying and evaluating candidates for the position.
Nexscient, Inc. discloses selected 2025 annual-report items showing capital raising, tax and equity activity and operational observations. The company reported outstanding convertible debentures of $480,000 that mature in two years and convert into common stock at the lower of $0.75 per share or 20% below a ten-day VWAP with a $0.50 minimum, and are holder-convertible subject to lock-up and leak-out provisions. The filing references an authorized capital structure of 85,000,000 shares (75,000,000 common; 10,000,000 preferred). During the year the company issued 250,000 common shares to the CEO related to a promissory-note arrangement and repaid a zero-interest loan. Deferred tax assets of $1,065,000 exist but carry a full valuation allowance, reducing the effective tax rate to 0%. Valuation allowances increased by $129,000 in 2025. The filing notes challenges in data preparation for AI projects and references Level 1 and Level 3 fair-value inputs.