MISSISSAUGA, Ontario–(BUSINESS WIRE)–MedX Health Corp. (“MedX” or the “Company”) (TSX-V: MDX) is pleased to announce that it is proposing a non-brokered Private Placement to accredited investors of up to $5 million by issuance of up to 100 Convertible Loan Notes, each with a face value of $50,000 (“Series IV Notes”). The Series IV Notes will bear interest at 6% per year, payable Quarterly, and will mature on December 31, 2028 (the “Maturity Date”). The Series IV Notes may be converted, at the option of the Holder, into units at $0.10 per unit (“Unit”) at any time until the Maturity Date. Each Unit will be comprised of One (1) fully paid Common Share and One-half (1/2) of a Share Purchase Warrant. Each whole Share Purchase Warrant will be exercisable to purchase One (1) further Common Share at the price of $0.125, exercisable for a period expiring on the Maturity Date.
Closing of the Placement, which is subject to a minimum subscription of $2.65 million, will be subject to receipt of subscriptions and a number of other conditions, including without limitation the receipt of all relevant regulatory and Stock Exchange approvals or acceptances. Holders of Series I Convertible Loan Notes (“Series I Notes”) who wish to do so, will be able to surrender their Series I Notes by way of subscription for Series IV Notes. It is anticipated that, subject to compliance with relevant regulatory provisions, certain Insiders will participate in this Placement, in which case the Company will rely on exemptions from formal valuation and minority shareholder approval requirements set out in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.
Qualified agents will receive a cash commission equal to 6% of the gross proceeds received by the Company from the sale of the Units to subscribers introduced by such agent(s) and agent’s warrants (“Agent’s Warrant(s)”) equal to 6% of subscriptions introduced by such agent(s). Each Agent’s Warrant, which will be non-transferable, will entitle the holder to acquire, at the price of CAD$0.10, a unit, comprised of One (1) fully paid Common Share and one-half (1/2) of a non-transferable agent’s share purchase warrant; each whole agent’s share purchase warrant (“Agent’s Share Purchase Warrant”), will entitle the holder to acquire one additional Common Share at the price of CAD$0.125. The Agent’s Warrants and any Agent’s Share Purchase Warrants that may be issued pursuant to exercise of an Agent’s Warrant, if not exercised, will expire on the Maturity Date.
Funds raised in this Placement will be allocated to redemption of any Series I Notes that are not surrendered by way of subscription for Series IV Notes, continuing development of the Company’s leading edge SIAscopy® on DermSecure® telemedicine platform, building out the launch of its technology into the occupational health marketplace, and general corporate purposes.
About MedX Health Corp.:
MedX Health Corp., headquartered in Ontario, Canada is a data-enabled medical-technology company specializing in non-invasive skin-screening and teledermatology through its proprietary SIAscopy® imaging technology and DermSecure® platform. The company focuses on improving early detection of skin cancer and expanding digital dermatology and skin care services in investigational (i.e. Contract Research Organizations) and for beauty & aesthetics sponsors and operators. Its proprietary SIAscopy® technology, integrated into the DermSecure® platform, enables pain-free, accurate imaging of skin lesions for rapid dermatologist review. These products are cleared by Health Canada, the U.S. Food and Drug Administration, the Therapeutic Goods Administration and Conformité Européenne, for use in Canada, the U.S., Australia, New Zealand, the United Kingdom, the European Union and Turkey. MedX’s advanced telemedicine platform enables healthcare professionals to quickly and accurately assess suspicious moles, lesions, and other skin conditions through its proprietary imaging technology, SIAscopy®, and its secure, cloud-based patient management system, DermSecure®. SIAscopy® is the only technology capable of the simultaneous, non-invasive measurement of the concentration and spatial distribution of melanin, hemoglobin and collagen in the epidermis and dermis of human skin. Visit: https://www.medxhealth.com.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This Media Release may contain forward-looking statements, which reflect the Company’s current expectations regarding future events. The forward-looking statements involve risks and uncertainties.
Contacts
MedX Health Corp.
John Gevisser, CEO- MedX Health Corp.
[email protected]
(+1) 905-670-4428
