VentriPoint Diagnostics Ltd.

VentriPoint Diagnostics Ltd.

November 11, 2011 18:29 ET

VentriPoint Renews Investor Relations Agreement, Announces Proposed Issuance of Shares for Debt and Corporate Update

SEATTLE, WASHINGTON--(Marketwire - Nov. 11, 2011) -


The Board of Directors of VentriPoint Diagnostics Ltd. (the "Corporation" or "VentriPoint") (TSX VENTURE:VPT)(PINK SHEETS:VPTDF) announced today that, subject to regulatory approval, it has renewed its Investor Relations Agreement ("IR Agreement") with The Howard Group Inc. ("HGI") of Calgary, Alberta, to continue to provide investor relation services to the Corporation.

The IR Agreement is for a term of 12 months and may be extended by mutual agreement until October 31, 2013. HGI shall be paid $7,000 per month provided that HGI shall only be paid $4,000 per month until the Corporation receives additional funding exceeding $2,000,000 for the purpose of refinancing secured debt. (the "Funding"). Once the Funding is received by the Corporation, HGI will be paid the arrears outstanding and future monthly payments shall be for the full $7,000 monthly fee. In addition to the monthly fee, HGI will be granted an option to purchase 350,000 common shares in the capital of VentriPoint (the "Shares") upon completion of the Funding at a price in accordance with the policies of the TSX Venture Exchange and the IR Agreement.

The Corporation also announces, subject to regulatory approval, that it intends to issue (i) 213,910 Shares for payment of outstanding debenture interest owing to an arm's length third party at a deemed price of $0.17 per share, (ii) 409,720 Common Shares in lieu of a bonus payment to an executive officer of the Corporation at a deemed price of $0.159 per share, (iii) 87,666 Common Shares for payment of consulting fees owing to an arm's length third party at a deemed price of $0.212 per share and (iv) 290,142 Common Shares for payment of outstanding debts owed to an arm's length third party at a deemed price of $0.178 per share.

The deemed prices per share are based on the 10 day trading average as at November 10, 2011 of $0.212 and the average for the month ended October 31, 2011 of $0.209. The Common Shares will have a hold period of four months from the date of issuance in accordance with applicable securities legislation.

The Corporation also announces that it has granted 80,000 options to a director of the Corporation. The options are exercisable at $0.215 per share until the fifth anniversary date of the grant.

The Corporation also announces that the Vice President of Clinical Development has resigned from the Corporation. The Corporation wishes her success in her future endeavors.

About VentriPoint Diagnostics Ltd.

VentriPoint has created a diagnostic ultrasound tool to monitor patients with heart disease, a leading cause of death in developed countries. Management believes the VMS™ is the first cost-effective and accurate diagnostic tool for measuring right ventricle heart function. Congenital heart disease is the first application in a suite of applications for all major heart diseases including pulmonary hypertension, cardiovascular disease and heart failure, which management believes has a multibillion-dollar market potential. Canada and Europe (CE Mark) have granted approval for the sale of VentriPoint's VMS™ heart analysis system and VentriPoint is pursuing the US-FDA approval through the 510(k) process.

FORWARD-LOOKING STATEMENTS: The statements made in this press release that are not historical facts contain forward-looking information that involves risk and uncertainties. All statements, other than statements of historical facts, which address VentriPoint's expectations, should be considered forward-looking statements. Such statements are based on management's exercise of business judgment as well as assumptions made by and information currently available to management. When used in this document, the words "may", "will", "anticipate", "believe", "estimate", "expect", "intend" and words of similar import, are intended to identify any forward-looking statements. You should not place undue reliance on these forward-looking statements. These statements reflect a current view of future events and are subject to certain risks and uncertainties as contained in the Corporation's filings with Canadian securities regulatory authorities. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results could differ materially from those anticipated in these forward-looking statements. These forward-looking statements are made as of the date of this press release and, other than as required by applicable securities laws, the Corporation does not assume any obligation to update or revise them to reflect new events or circumstances. Although management believes that expectations are based on reasonable assumptions, no assurance can be given that these expectations will materialize.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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