Open Source Health Announces $5 million Convertible Debenture Financing
Toronto, Ontario, (October 17, 2014) – Open Source Health Inc. (CSE:OSH) (the “Company”) a cloud based integrative healthcare platform that puts control in the hands of women to Educate, Advocate and Collaborate on their own healthcare is pleased to announce that it intends to complete a private placement of a minimum of $1 million and up to a maximum of $5 million of secured convertible debentures (the “Debentures”). Each Debenture issued by the Company will have a principal amount of $1,000 (the “Principal Amount”). The Debentures will bear interest on the Principal Amount at the rate of 12% per annum and will have a term of 36 months, expiring on the date that is 36 months from the date of closing of the Debentures. Each Debenture is convertible into Common Shares at $0.50 per Common Share. The Company may redeem the Debentures on no less than 30 days’ notice in the event that the common shares of the Company are traded on Canadian Securities Exchange at a price exceeding $1.00 per share for twenty (20) consecutive trading days.
For each $1,000 of Debentures purchased, the purchaser will also be issued 1,000 common share purchase warrants (each, a “Warrant”). Each Warrant will entitle the holder thereof to acquire one common share of the Company for a period of 24 months after the closing of the Debentures at a price of $0.75 per common share.
The proceeds will be used for the Company’s working capital purposes and to maintain the Company’s existing operations and activities.
The Offering will be made available by way of private placement exemptions primarily in the United States and may be offered in other jurisdictions where they can be issued, exempt from any prospectus, registration or other similar requirements. The Offering is subject to a number of conditions including receipt of all necessary corporate and regulatory approvals, including the approval of the Canadian Securities Exchange. Radnor Research & Trading Company has been engaged as the placement agent in connection with the Offering.
All shares issued in connection with the Debenture will be subject to a Canadian statutory hold period of four months plus a day from the date of issuance of the Debentures in accordance with applicable Canadian securities laws. Other resale restrictions in other jurisdictions may apply.
About Radnor Research & Trading Company, LLC:
Radnor is a full service institutional and retail broker/dealer, NYSE Member firm, specializing in low impact, high touch and performance driven trading executions. Our goal is to lower your Total Transaction Cost through our liquidity adding executions and competitive commission rates. Radnor focuses on equities, options, block trading, 10b5-1, 10b18-1, foreign securities, ADRs, ETFs, investment banking and private placements.
About Open Source Health Inc.:
Open Source Health takes a truly patient-centered approach and is in the business of providing a real- time integrative healthcare solution for women in an open source architecture. Open Source Health Inc. is set to lead the current healthcare revolution by leveraging the latest trends in digital health, personalized health, social health and participatory medicine.
For more information, visit www.opensourcehealth.com
For further information, please contact Investor Relations at Open Source Health Inc.
Toll Free: 1.866.403.1933
Forward Looking Statements
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of OSH, including, but not limited to, the uncertainty of the Transaction proceeding, the impact of general economic conditions, industry conditions, dependence upon regulatory and shareholder approvals, the execution of definitive documentation and the uncertainty of obtaining additional financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made as of the date of this press release, and the Company does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.