Toronto, Ontario, Canada -- December 17, 2021 -- InvestorsHub
NewsWire -- Leveljump Healthcare Corp. (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J) ("Leveljump" or the
"Company"), a Canadian leader in B2B telehealth solutions, is
pleased to announce that, subject to regulatory approval, it has
agreed to acquire an additional 2.3% minority equity interest in
Real Time Medical Inc. ("RTM"), a private Ontario company, in
exchange for 392,875 units (a "Unit") of Leveljump. Each Unit will
be issued at a price of $0.50 per Unit with each Unit being
comprised of three (3) Leveljump common shares at a deemed price of
$0.15 per share and one (1) share purchase warrant of Leveljump,
each warrant entitling the holder to acquire one additional common
share of Leveljump at a price of $0.35 per common share on or
before December 31, 2023.
Leveljump will now own a 16.9% interest in RTM.
Closing of the RTM purchase is subject to the consent of the TSX
Venture Exchange (the "Exchange"). For further information
regarding the Company's interest in RTM, please see the Company's
news release dated November 25, 2021.
All securities issued will be subject to a hold period of four
months and one day pursuant to applicable securities laws.
Leveljump has agreed to exercise its right of first refusal to
purchase a further 1.5% minority interest in each of Shaw Lens Inc.
and Shaw Vision Inc. for a total price of $15,000. The Company will
be advised in approximately 30 days if it will receive the full
allotment of the 1.5% interest or if other shareholders of the Shaw
companies will also exercise their rights and if the shares will be
pro-rated amongst all existing shareholders who make a claim to
purchase the shares.
If the Company receives the full allotment of the shares for
sale it will then own approximately 25.3% in the Shaw
For further information regarding the Company's interest in Shaw
Lens Inc. and Shaw Vision Inc., please see the Company's news
release dated August 31, 2021.
Management Purchase of Shares
Subject to the consent of the Exchange and, where required,
disinterested shareholder approval, both the CEO and CFO of the
Company have agreed to convert an aggregate of $240,000 in accrued
salary into common shares of the Company at an issue price of $0.12
per share for a total of 2,000,000 shares.
Under Exchange rules, an aggregate of up to $120,000 of the
accrued salary may be converted into 1,000,000 shares without prior
disinterested shareholder approval. The remaining $120,000
(1,000,000 shares) will be converted once disinterested shareholder
approval has been obtained. Such approval is expected to be sought
at the next annual meeting of shareholders to be held in Q2
IHF Purchase Update
The purchase of the IHF centers announced on September 28, 2021
is targeting to close towards the end of January 2022. Financing
has been secured and the Company is awaiting license transfer
permission from the Ministry of Health in order to close the
transaction. Management is working with the seller to transfer all
vendor accounts and ensure a smooth transition.
The Company is underway with its diligence and audit of
Telehospital and working diligently on licensing and transition
planning for the acquisition.
For further information regarding this transaction, please see
the Company's news release dated October 1, 2021.
CTS Operations Update
CTS continues to see strong demand for its services and 2021 Q4
appears to continue this trend. The switchover from the Company's
legacy PACS system to the new RamSoft PACS will be completed in Q1
2022 and will offer a more efficient workflow for radiologist users
and hospital clients. The switch will help reduce costs of goods
sold and increase gross margins.
Director and Management Options
Leveljump has issued options to each of its three new
independent directors as disclosed in the news release on December
7th, 2021. Each of the new directors will receive
300,000 options that will vest at a rate of 1/12 per month and are
exercisable at a price of $0.20 prior to December 31, 2023. The
independent directors will also receive a monthly stipend of $800
The two executive directors have each been issued 500,000
options that will vest at a rate of 1/12 per month and are
exercisable at a price of $0.20 prior to December 31, 2023.
Additionally, the CEO and CFO have each been issued 1,800,000
options, which will represent their total employment option grant
over the next 3 years, that will vest at a rate of 1,000,000 on
January 1, 2022, and 400,000 on January 1, 2023, and 400,000 on
January 1, 2024. The exercise price on the options is $0.25 per
share, exercisable prior to December 31, 2025.
About Leveljump Healthcare
Leveljump Healthcare Corp., (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J)
is a healthcare company with a focus on profitable telehealth
solutions as well as primary care services in radiology. The
Company's subsidiary, CTS, provides off-site radiology readings for
hospital emergency rooms and is a leader in the teleradiology space
in Ontario. As part of our growth strategy, we are acquiring
healthcare companies that have strong revenue and cash flow, with
room for organic growth.
ON BEHALF OF THE BOARD OF DIRECTORS OF
LEVELJUMP HEALTHCARE CORP.
Mitchell Geisler, Chief Executive Officer
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
This news release contains "forward-looking information"
within the meaning of applicable securities laws relating to the
Company's business plans and the outlook of the Company's industry.
Although the Company believes, in light of the experience of its
officers and directors, current conditions and expected future
developments and other factors that have been considered
appropriate, that the expectations reflected in this
forward-looking information are reasonable, undue reliance should
not be placed on them because the Company can give no assurance
that they will prove to be correct. Actual results and developments
may differ materially from those contemplated by these statements.
The statements in this press release are made as of the date of
this release and the Company assumes no responsibility to update
them or revise them to reflect new events or circumstances other
than as required by applicable securities laws. The Company
undertakes no obligation to comment on analyses, expectations or
statements made by third parties in respect of the Company,
Canadian Teleradiology Services, Inc., their securities, or their
respective financial or operating results (as applicable).
Neither the Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this
The securities being offered have not been, and will
not be, registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any U.S. state securities
laws, and may not be offered or sold in the United States or to, or
for the account or benefit of, United States persons absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and applicable U.S. state
securities laws. This press release does not constitute an offer to
sell or the solicitation of an offer to buy securities in the
United States, nor in any other jurisdiction.
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