Open Source Health Issues Securities to Settle Debt
Toronto, Canada – September 12, 2014: Open Source Health Inc. (CSE:OSH) (the “Company”), a cloud based patient engagement system that puts control in the hands of women to Educate, Advocate and Collaborate on their own healthcare, is pleased to announce that it has entered into a debt settlement agreements with arm’s length creditors (the “Creditors”) providing for the settlement of an aggregate of $250,000 of indebtedness through the issuance of 500,000 units (the “Units”) at a deemed price of $0.40 per Unit and 250,000 warrants (each, a “Warrant”) at a deemed price of $0.20 per Warrant. Each Unit consists of one common share (a “Common Share”) in the capital of the Company and one Warrant. Each Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.50 for 36 months from the date of issuance of the Warrant.
In connection with the debt settlement an officer of the Company has arranged to loan 500,000 free-trading Common Shares to one of the Creditors in exchange for 500,000 Warrants.
250,000 Warrants will be issued to Pilkington Capital Corporation (“Pilkington”) in connection with the provision of a guarantee. Pilkington is a company controlled by Mr. Gary Bartholomew, Chairman of the Company, resulting in the issuance of the 250,000 Warrants being a “related party transaction” as defined in Multilateral Instrument 61-101 – Protection of Minority Security holders in Special Transactions (“MI 61-101”). The portion of the debt settlement involving Pilkington is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 due to the fact that the Common Shares are listed on the Canadian Securities Exchange and the issuance of the 250,000 Warrants represent less than 25% of the market capitalization of the Company. A material change report will be filed less than 21 days before the closing date of the debt settlement. This shorter period is reasonable and necessary in the circumstances to allow the Company to improve its financial position by reducing its accrued liabilities.
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.