AXM Pharma Inc. agreed to merge with privately held AS Industries Cameroon in a reverse takeover transaction.

Under the deal, AS Industries shareholders will acquire total control of AXM Pharma. The merged entity will be named Aaron Sparks Industries Inc. and will be 70%-owned by AS Industries founder, Chairman and CEO Emmanuel Neossi.

Furthermore, the company will replace all of its directors and officers with the nominees of AS Industries. AX Pharma is also required to create a new class of non-participating super voting shares to be issued to Neossi.

In connection with the transaction, Neossi acquired 70% control of AXM Pharma and was named board chairman of the company. Meanwhile, Mandla Gwadiso stepped down from his roles as AXM Pharma's chairman and CEO, effective June 25.

The business combination is subject to conditions, including merger completion, receipt of necessary shareholder and regulatory approvals, execution of applicable transaction documents, as well as the SEC and FINRA's approval of the name change.

AX Pharma said the transaction is accretive to its current shareholders.

Cameroon-based AS Industries is a holding company for an indigenous cocoa trading company and a cocoa processing company.

Palewater Advisory Group Inc. acted as adviser to Neossi in the transaction.

California-based AXM Pharma sells over-the-counter and prescription pharmaceutical products in China.