Ventripoint Diagnostics Ltd.
TSX VENTURE : VPT

Ventripoint Diagnostics Ltd.

September 02, 2014 07:49 ET

Ventripoint Signs Distributor Agreement with Shandong Realcan Pharmaceuticals Co. Ltd. and Intends to Complete a Strategic Investment

SEATTLE, WASHINGTON--(Marketwired - Sept. 2, 2014) - Not to be released in the United States of America

Ventripoint Diagnostics Ltd. ("Ventripoint") (TSX VENTURE:VPT) announces that it has signed a distribution agreement with Shandong Realcan Pharmaceuticals Co. Ltd ("Realcan", Shenzen Exchange:002589) and will make an application to the TSX Venture Exchange (the "Exchange") to allow a strategic investment in Ventripoint of up to $4,000,000.

"The Ventripoint approach to analyzing the heart will allow doctors to better treat their patients with heart disease and it is our pleasure to offer the Ventripoint system to our existing customers in China," stated Ms. Zhang, President of Realcan.

"With 14,000 hospitals in China and a growing cardiac healthcare need, this represents one of the largest markets for medical equipment in the world," stated Dr. George Adams, CEO of Ventripoint. "Realcan is an ideal partner for Ventripoint with its existing distribution network for medical instruments and pharmaceuticals (including cardiac) in China."

Realcan will immediately seek regulatory approval from the Chinese FDA to sell the VMS™ heart analysis system in China. The VMS will be deployed on a pay-per-use model once a re-imbursement fee is established for the procedure. It is expected the first deployments will begin 6 months from closing the agreement and immediately provide recurring revenue. Realcan expects minimum revenues of $5M in the first 12 months after approvals have been given and $20M the following year.

The market for medical instruments in China is approximately $7B per year and growing rapidly as the healthcare system is improved and extended. In the last 3 years over 2,000 new hospitals have been built and the government health insurance now covers 90% of the population.

Ventripoint also announces its intention to complete a non-brokered private placement offering of up to CDN$4,000,000 (the "Offering") of units of the Corporation (each, a "Unit") at a Unit price of $0.06. Each Unit will consist of one common share and one half of one common share purchase warrant. Each whole warrant will entitle the holder thereof to acquire one additional common share at a price of $0.12 per share for a period of 2 years after the closing. Subject to Exchange acceptance, Realcan will subscribe for approximately $2,000,000 of the Offering and will introduce the Company to other strategic investors.

The Corporation intends to use the proceeds from the Offering to incur expenditures for: (i) product and service commercialization of the VMS; (ii) clinical validation of VMS functionality, including applications for additional diagnoses and heart diseases; (iii) for general working capital purposes and to repay debt and outstanding payables, and potentially to do a normal course share buyback conditional on approval by the Board of Directors and the Exchange.

The Corporation may pay a commission or finder's fee of up to 8% cash and finder's warrants equal to up to 8% of the Units sold in the Offering. Each finder's warrant will be exercisable at a price of $0.12 per common share for a period of 18 months from the date of issuance.

The Offering is subject to the approval of the Exchange. The securities will be subject to a four-month hold period, in accordance with applicable securities laws.

About Shandong Realcan Pharmaceuticals Co. Ltd.

Realcan was founded in 1990 and has been a publicly traded company (SHE:002589) on the Shenzhen Exchange since 2011. The company has over 2,000 employees and has the highest rating, "AAA", for enterprise Credibility from the China Association of Pharmaceutical Commerce. The company has grown revenues consistently at 30% per year and had $1.2B revenue in 2013. Realcan has the highest coverage rate for Shandong province with 98% of the hospitals as customers.

About Ventripoint Diagnostics Ltd.

Ventripoint has created tools to monitor patients with heart disease, a leading cause of death in developed countries. VMS™ is the first cost-effective and accurate tool for measuring right ventricle heart function. The Corporation has a suite of applications for all major heart diseases and imaging modalities including congenital heart disease, left or right heart failure and normal hearts - a multi-billion dollar market potential.

FORWARD-LOOKING STATEMENTS: The statements made in this news release that are not historical facts may 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. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Ventripoint's disclosure documents on the SEDAR website at www.sedar.com. The Corporation undertakes no obligation, and does not intend, to update, revise or otherwise publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof, or to reflect the occurrence of any unanticipated events. 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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