HEALWELL AI Inc. ("
HEALWELL" or the
"
Company") (TSX: AIDX) is pleased to announce that
it has entered into an agreement with Eight Capital, on behalf of a
syndicate of underwriters, in connection with a "bought deal"
private placement financing of 13,333,400 Class A subordinate
voting shares of the Company (the "
Shares") at a
price of $0.60 per Share, for aggregate gross proceeds of
$8,000,040 (the "
Offering").
The Company intends to use the net proceeds of
the Offering general corporate and working capital purposes.
The closing of the Offering is expected to occur
on or about October 13, 2023 (the “Closing Date”),
and is subject to certain conditions including, but not limited to,
the receipt of all necessary approvals, including the conditional
approval from the Toronto Stock Exchange.
The Shares to be issued under the Offering will
be offered to purchasers pursuant to: (i) the listed issuer
financing exemption under Part 5A of National Instrument 45-106 –
Prospectus Exemptions (“NI 45-106”) in an amount
up to 8,333,000 Shares (the “LIFE Shares”) and
(ii) other applicable exemptions from the prospectus requirements
under NI 45-106 in an amount up to 5,000,400 Shares (the
“Hold Shares”) in all the provinces of Canada,
except Québec. The LIFE Shares will not be subject to resale
restrictions pursuant to applicable Canadian securities laws. The
Hold Shares will be subject to the statutory hold period of four
months and one day from the date of issuance in accordance with
applicable Canadian securities laws. Purchasers under the Offering
will receive a fixed ratio of LIFE Shares to Hold Shares, being
approximately 5:3.
There is an offering document relating to the
Offering of the LIFE Shares that can be accessed under the
Company’s profile at www.sedarplus.ca and on the Company’s website
at www.healwell.ai. Prospective investors should read the offering
document before making an investment decision.
This news release does not constitute an
offer to sell or a solicitation of an offer to buy any securities
in the United States or any other jurisdiction in which such offer,
solicitation or sale would be unlawful. No securities may be
offered or sold to, or for the account or benefit of persons in the
United States or to any U.S. persons or in any other jurisdiction
in which such offer or sale would be unlawful absent registration
under the U.S. Securities Act of 1933, as amended (the “U.S.
Securities Act”), and any applicable state securities laws or an
exemption therefrom or qualification under the securities laws of
such other jurisdiction or an exemption therefrom. “United States”
and “U.S. persons” shall have the meaning given to them in
Regulation S under the U.S. Securities Act.
About HEALWELL AI
Inc.
HEALWELL AI is a healthcare technology
company focused on AI and data science for preventative care. Our
mission is to improve healthcare and save lives through early
identification and detection of disease. As a physician led
organization with a proven management team of experienced
executives, HEALWELL AI is executing a strategy centered around
developing and acquiring technology and clinical sciences
capabilities that complement the company’s roadmap. HEALWELL is
publicly traded on the Toronto Stock Exchange under the symbol
“AIDX”. For more information, visit www.HEALWELL.ai.
Contact Information
Alexander DobranowskiChief Executive
Officer416-440-4040 x.201ir@healwell.ai
Cautionary Note Regarding
Forward-Looking Information
Certain statements in this press release
constitute “forward-looking information” and "forward-looking
statements" (collectively, "forward-looking statements") within the
meaning of applicable Canadian securities laws and are based on
assumptions, expectations, estimates and projections as of the date
of this press release. Forward-looking statements in this press
release include statements with respect to, among others, the
Company’s business strategy, plans and other expectations, beliefs,
goals, objectives, and information and statements about possible
future events, including the intended use of proceeds and expected
Closing Date of the Offering, and the approval of the Toronto Stock
Exchange and any other regulatory approvals with respect to the
Offering. Forward-looking statements are often, but not always,
identified by words or phrases such as "expects", "is expected",
"anticipates", "believes", "plans", "projects", "estimates",
"assumes", "intends", "strategies", "targets", "goals", “mission”,
"forecasts", "objectives", "budgets", "schedules", "potential" or
variations thereof or stating that certain actions, events or
results "may", "could", "would", "might" or "will" be taken, occur
or be achieved, or the negative of any of these terms and similar
expressions. Forward-looking statements are necessarily based
upon management’s perceptions of historical trends, current
conditions and expected future developments, as well as a number of
specific factors and assumptions that, while considered reasonable
by the Company as of the date of such statements, are outside of
the Company’s control and are inherently subject to significant
business, economic and competitive uncertainties and contingencies
which could result in the forward-looking statements ultimately
being entirely or partially incorrect or untrue. Forward-looking
statements contained in this press release are based on various
assumptions and factors, including, but not limited to, the
following: the assumption that the Toronto Stock Exchange will
approve the Offering, assumptions with respect to the closing of
the Offering; and that the risk factors noted below, collectively,
do not have a material impact on the Company’s business,
operations, revenues and/or results. By their nature,
forward-looking statements are subject to inherent risks and
uncertainties that may be general or specific and which give rise
to the possibility that expectations, forecasts, predictions,
projections or conclusions will not prove to be accurate, that
assumptions may not be correct, and that objectives, strategic
goals and priorities will not be achieved.
Known and unknown risk factors, many of which
are beyond the control of the Company, could cause the actual
results of the Company to differ materially from the results,
performance, achievements or developments expressed or implied by
such forward-looking statements. Such risk factors include but are
not limited to those factors which are discussed under the section
entitled “Risk Factors” in the Company’s most recent annual
information form which is available under the Company’s SEDAR+
profile at www.sedarplus.ca. The risk factors are not intended to
represent a complete list of the factors that could affect the
Company and the reader is cautioned to consider these and other
factors, uncertainties and potential events carefully and not to
put undue reliance on forward-looking statements. There can be no
assurance that forward-looking statements will prove to be
accurate, as actual results and future events could differ
materially from those anticipated in such statements.
Forward-looking statements are provided for the purpose of
providing information about management’s expectations and plans
relating to the future. The Company disclaims any intention or
obligation to update or revise any forward-looking statements
whether as a result of new information, future events or otherwise,
or to explain any material difference between subsequent actual
events and such forward-looking statements, except to the extent
required by applicable law. All of the forward-looking statements
contained in this press release are qualified by these cautionary
statements.
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