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BROSSARD, QUEBEC–(Marketwired – Oct. 16, 2017) – DIAGNOS Inc. (“DIAGNOS” or the “Corporation”) (TSX VENTURE:ADK)(OTCQB:DGNOF), a leader in early detection of critical health issues through the use of Artificial Intelligence, announces closing of a private placement (“Private Placement”), as of October 13, 2017, of 18 units (each a “Unit”) for gross cash proceeds of $900,000. Each Unit consists of:
- One Unsecured Convertible and Redeemable Note (each a “Note”), $50,000 principal amount, 3-Year Term, 10% Annual Interest, and
- 50,000 Stock Warrants (each a “Warrant’) entitling the holder to purchase one Common Share (“Share”) of the Corporation per Warrant at a price of $0.22 per Share for a period of 18 months from the date of issuance.
At the sole option of the holder of the Notes, the principal amount of the Notes may be converted at any time during the 3-year term, in whole or in part, into Shares of the Corporation at a price of $0.16 per Share. Any accrued interest on the principal, at time of conversion by the holder, is immediately payable in cash.
If, at any time after the first anniversary of the Note and until maturity, the volume weighted average price of the Shares on the TSX Venture Exchange is equal to or higher than $0.28 for 20 consecutive trading days, the Notes shall be redeemable, in whole or in part, at the sole option of the Corporation, into Shares of the Corporation at a price of $0.16 per Share. Any accrued interest on the principal, at time of redemption, will be immediately payable in cash.
The proceeds will be used to purchase ophthalmic equipment to deliver services to our client ISSSTE in Mexico and to fund operating and product development expenses.
Two directors of the Corporation respectively subscribed for $300,000 and $200,000 and, as a result thereof, respectively exercise control over 1% and 2% of the aggregate number of Shares of the Corporation, on a diluted basis. The Corporation is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101.
The Notes are sold in Canada on a prospectus-exempt basis and the common shares underlying the Notes and Warrants are subject to a statutory four-month hold period.
This Private Placement is subject to receipt of all required regulatory approvals, including the approval of the TSX Venture Exchange, as well as the execution of formal documentation.
All monies quoted in this press release shall be stated and paid in lawful money of Canada.
DIAGNOS is a publicly-traded Canadian corporation with a mission of early detection of critical health issues through the use of its Artificial Intelligence (“AI”) tool CARA (Computer Assisted Retina Analysis). CARA is a tele-ophthalmology platform that integrates with existing equipment (hardware and software) and processes at the point of care (“POC”). CARA’s Artificial Intelligence image enhancement algorithms make standard retinal images sharper, clearer and easier to read. CARA is accessible securely over the internet, and is compatible with all recognized image formats and brands of fundus cameras, and is EMR compatible. CARA is a cost-effective tool for screening large numbers of patients in real-time and has been approved by regulatory authorities including Health Canada, the U.S. Food and Drug Administration, the European Union and in Mexico.
This news release contains forward-looking information. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in these statements. DIAGNOS disclaims any intention or obligation to publically update or revise any forward-looking information, whether as a result of new information, future events or otherwise. The forward-looking information contained in this news release is expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Marc-Andre Massue, Chief Financial Officer
450-678-8882 ext. 235
Mon, 16 Oct 2017 19:08:34 GMT