BROSSARD, QUEBEC--(Marketwired - May 6, 2014) - DIAGNOS Inc. ("DIAGNOS" or "the Corporation") (TSX VENTURE:ADK), a leader in healthcare technical services including screening, software and algorithm development, data analysis and image processing, announces the final closing of a private placement that was initially announced February 25, 2014 and for which a partial closing was announced April 1, 2014. In connection with the private placement, 107 units (the "Unit") were issued for gross proceeds of $1,070,000.
Each Unit consists of:
- $10,000 principal amount, 2 year term, 10% interest rate, unsecured convertible promissory note (the "Note") and,
- 50,000 warrants entitling the holder to purchase one common share ("Share") per warrant, at a price of $0.095 per Share for a period of two years from the date of issuance. The warrants are exercisable in whole and not in part.
Interest is payable on a semi-annual basis in cash or, at the holder's option, in shares of the Corporation to be issued at the Market Price of the securities on settlement date.
The holder of the Note have the option of converting the outstanding principal of the Note, in whole and not in part, into shares of the Corporation at a price of $0.16 per share at any time until maturity of the Note. Any accrued interest on the principal of the Note, at the time of conversion, is payable in cash, or, at the holder's option, in shares of the Corporation to be issued at the Market Price of the securities on settlement date.
The Corporation may elect to redeem the outstanding principal of the Note if, at any time after the first anniversary of this Note, the weighted average price of the Corporation's common shares is equal to or higher than $0.16 ("Redemption Price") for 20 consecutive trading days, provided that the Redemption Price is equal or higher than the Market Price of the shares, at redemption date. Any accrued interest on the principal, at the time of redemption, is payable in cash. The Corporation must give notice, in writing, at least 30 days prior to redemption.
The proceeds of the private placement will be used for business development, product development and general corporate purposes.
In connection with this private placement, DIAGNOS has paid a commission of $46,900 to a broker representing 7% of money received from purchasers referred by the broker. The Corporation also issued 250,000 Broker Warrants to the broker entitling the broker to purchase one common share ("Share") per warrant, at a price of $0.095 per Share for a period of two years from the date of issuance. The Broker Warrants are exercisable in whole and not in part.
Any conversion or redemption of the outstanding principal of the Note into shares of the Corporation and any payment of interest in shares of the Corporation will be subject to prior TSX Venture Exchange approval.
This private placement is subject to receipt of all final required regulatory approvals, including that of the TSX Venture Exchange.
All monies quoted in this press release shall be stated and paid in the lawful money of Canada.
Founded in 1998, DIAGNOS is a publicly traded Canadian corporation, with a mission to commercialize technologies combining contextual imaging and traditional data mining thereby improving decision making processes. DIAGNOS offers products, services, and solutions to clients in a variety of fields including healthcare and natural resources.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information on DIAGNOS, please visit our website at www.diagnos.com or the SEDAR website at www.sedar.com