April 21, 2010 (FinancialWire) — Viaspace Inc. (OTCBB: VSPC), a firm engaged in growing giant king grass as a low-carbon, renewable energy crop, said it has signed a binding share purchase agreement with Sung Chang intended to close the pending acquisition of Inter-Pacific Arts, with its giant king grass and framed art businesses, by May 28.

Inter-Pacific Arts is a subsidiary of Viaspace Green Energy. At closing, Viaspace Inc. is expected to purchase a total 6.506 million shares of VGE from Chang and Viaspace will own 75.7% of the outstanding shares of VGE.

Viaspace said that the total is an increase compared to the 5.1 million shares, or 59.3%, stake in VGE owned previously by the company.

Under the deal, Chang will receive 241.667 million newly issued common shares of Viaspace Inc. and retain a 4.7% beneficial interest in VGE. In addition, Viaspace will grant to Chang one newly issued share of preferred stock, which entitles the holder to 50.1% voting control of Viaspace, which will expire when certain conditions are met.

Chang will also be appointed to Viaspace’s board of directors and have the right to designate two additional board members to the Viaspace board, which currently has five members.

Under the Agreement, the $4.8 million note plus interest that was previously due and payable to Chang at the original second closing will be converted to a five-year secured promissory note at 6% interest with a principal balance of around $5.3 million.

California-based Viaspace said it will continue to manage its renewable energy and framed art operations through VGE as it has been previously. Carl Kukkonen will continue to serve as chief executive of both Viaspace and VGE. CFO Stephen Muzi will remain in his current capacity for both companies, and Chang will continue as VGE president.

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