Gemoscan Canada, Inc.

Gemoscan Canada, Inc.

December 12, 2011 16:28 ET

Gemoscan Canada, Inc. Announces Third Tranche Closing of Private Placement

CALGARY, ALBERTA--(Marketwire - Dec. 12, 2011) - Gemoscan Canada, Inc. ("Gemoscan" or the "Corporation") (CNSX:GES) (MUN:1GE) is pleased to announce that, in compliance with CNSX policies, the closing of the third tranche of its previously disclosed non-brokered private placement is scheduled for December 14, 2011 for gross proceeds of Cdn.$143,000 (the "Offering"). Under the Offering, the Corporation issued 408,571 units (the "Units") at Cdn.$0.35 per Unit. Each Unit consisted of one Class A share ("Common Share") and one half of one Common Share purchase warrant (the "Warrants"). Each whole Warrant will entitle the holder to purchase one Common Share of the Corporation (the "Warrant Share") at a price of Cdn.$0.55 per Warrant Share and all Warrants will expire no later than December 14, 2013.

In connection with the closing of the third tranche of the private placement, finder's fees in the aggregate of Cdn.$10,010.00 will be paid by the Corporation issuing an additional 28,600 Units. The private placement and finder's fees are subject to applicable regulatory approvals.

Proceeds from the Offering will be used to enhance the Corporation's cash position and strengthen its working capital position. The securities issued will be subject to a four-month plus one day hold period from the date of closing. Post closing, Gemoscan has a total of 23,633,804 Common Shares outstanding.


Founded in 2003 Gemoscan owns and markets the HEMOCODE™ Food Intolerance System, a personalized well- being nutritional program that uses its own patented technology and services to detect and provide recommendations for the management of immuno-based food intolerances. The HEMOCODE™ Food Intolerance System was designed to take the guesswork out of deciphering what variety of common foods and additives can potentially offend and adversely affect personal wellness. Customer-specific reports, nutritional guidelines and recipe books are accompanied by consultation with health-care specialists.

Gemoscan trades on the Canadian National Stock Exchange under the ticker GES and is quoted on the Munich Stock Exchange under the ticker 1GE.

Forward-Looking Information

This news release contains certain "forward-looking information". All statements, other than statements of historical fact, that address activities, events or developments that Gemoscan believes, expects or anticipates will or may occur in the future. These forward-looking statements reflect the current expectations or beliefs of Gemoscan based on information currently available to Gemoscan. Forward-looking statements are subject to a number of significant risks and uncertainties and other factors that may cause the actual results of Gemoscan to differ materially from those discussed in the forward-looking statements, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on Gemoscan. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, Gemoscan disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Although Gemoscan believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.

The CNSX has not reviewed and does not accept responsibility for the adequacy of this release.

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