Chrome Holding Co., a Delaware corporation, has sold substantially all of its assets to 23andMe Research Institute. This transaction follows the company's voluntary petitions for Chapter 11 bankruptcy relief in the Eastern District of Missouri. The sale was executed under a Stock Purchase Agreement, with the Purchaser placing a $2.5 million good faith deposit, which will be credited towards the Purchase Price at closing. The completion of the sale is contingent upon several conditions, including a court order confirming a Chapter 11 reorganization plan and the receipt of regulatory approvals related to the transfer of pharmacy licenses. The Stock Purchase Agreement outlines customary representations, warranties, and covenants, but these do not survive the closing nor provide indemnification for any breaches.