TSXV: CHIP.H
CALGARY, AB, Sept. 3, 2021
/CNW/ - Health Logic Interactive Inc. ("Health
Logic" or the "Company") (TSXV: CHIP.H)(OTCPK:
CHYPF), is pleased to announce it has agreed to convert
certain trade payables owed to consultants ("Consultants")
of the Company's wholly-owned subsidiary, My Health Logic Inc.,
into common shares in the capital of the Company (the
"Settlement Shares"). The Company is proposing to issue the
Settlement Shares in order to preserve cash to fund future
operations.
The Company has agreed to issue an aggregate of 639,999
Settlement Shares at a deemed issuance price of $0.30 per Settlement Share in full and final
satisfaction of $192,000 in payables
(the "Payables") owing to the Consultants for services
rendered up to June 2021. By issuing
the Settlement Shares, the Payables will be definitively
extinguished.
The Settlement Shares will be issued in reliance on certain
prospectus exemptions available under Canadian securities
legislation and will be subject to a four month and one day hold
period from the date of issuance.
192,000 of the Settlement Shares are being issued to an officer
of the Company. Pursuant to Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special
Transactions ("MI 61-101"), the settlement of the
Payables will constitute a "related party transaction" as such
officer is considered a related party to the Company. The Company
will rely on exemptions from the formal valuation and minority
approval requirements of MI 61-101 (pursuant to subsections 5.5(a)
and 5.7(a)) as the fair market value of the securities to be
distributed to, and the consideration received from, the related
party will not exceed 25% of the Company's market capitalization.
The settlement of the Payables has been approved by all of the
directors of the Company.
Conversion of the Payables and issuance of the Settlement Shares
is subject to the acceptance of the TSX Venture Exchange
("TSXV"). There is no guarantee that such conditions
precedent will be satisfied or that any of the transactions will be
completed as described herein or at all.
About the Company
Health Logic Interactive, through its wholly owned operating
subsidiary My Health Logic, is developing and commercializing
consumer focused handheld point-of-care diagnostic devices that
connect to patient's smartphones and digital continued care
platforms. The Company plans to use its patent pending lab-on-chip
technology to provide rapid results and facilitate the transfer of
that data from the diagnostic device to the patient's smartphone.
The Company expects this data collection will allow it to better
assess patient risk profiles and provide better patient outcomes.
Our mission is to empower people with the ability to get early
detection anytime, anywhere with actionable digital management for
chronic kidney disease. For more information visit us at:
www.healthlogicinteractive.com
Further information regarding Health Logic Interactive Inc. and
its disclosure documents are available on SEDAR at
www.sedar.com.
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.
Cautionary Notes
Certain statements contained in this press release constitute
"forward-looking statements". All statements other than statements
of historical fact contained in this press release, including,
without limitation, those related to the completion of the
transaction, including the conversion of the Payables, issuance of
the Settlement Shares, and acceptance by the TSXV, the imposition
of the Contractual Lock-Up and estimated timing of the release of
the Settlement Shares from the Contractual Lock-Up, and the
Company's strategy, plans, objectives, goals and targets, and any
statements preceded by, followed by or that include the words
"believe", "expect", "aim", "intend", "plan", "continue", "will",
"may", "would", "anticipate", "estimate", "forecast", "predict",
"project", "seek", "should" or similar expressions or the negative
thereof, are forward-looking statements. These statements are not
historical facts but instead represent only the Company's
expectations, estimates and projections regarding future events.
These statements are not guarantees of future performance and
involve assumptions, risks and uncertainties that are difficult to
predict. Therefore, actual results may differ materially from what
is expressed, implied or forecasted in such forward-looking
statements. Additional factors that could cause actual results,
performance or achievements to differ materially include, but are
not limited to the risk factors discussed in the Company's
Management's Discussion and Analysis for the year ended
December 31, 2020. Management
provides forward-looking statements because it believes they
provide useful information to investors when considering their
investment objectives and cautions investors not to place undue
reliance on forward-looking information. Consequently, all of the
forward-looking statements made in this press release are qualified
by these cautionary statements and other cautionary statements or
factors contained herein, and there can be no assurance that the
actual results or developments will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, the Company. These forward-looking
statements are made as of the date of this press release and the
Company assumes no obligation to update or revise them to reflect
subsequent information, events or circumstances or otherwise,
except as required by law.
SOURCE Health Logic Interactive Inc.