ZoomMed inc.
TSX VENTURE : ZMD

ZoomMed inc.

February 10, 2011 10:38 ET

ZoomMed Announces a First Closing for the Private Placement Announced February 3, 2011

MONTREAL, QUEBEC--(Marketwire - Feb. 10, 2011) - ZoomMed Inc. (TSX VENTURE:ZMD), announces a first closing of the private placement announced on February 3, 2011 (the "Private Placement"), for gross proceeds of $1,992,600. As part of this first closing, 12,855,483 units of ZoomMed were issued at a price of $0.155 per unit ("Unit"). Each Unit consists of one common share of ZoomMed Inc. ("Common Share") and one-half warrant. Each whole warrant entitles the holder thereof to purchase one Common Share at an exercise price of $0.17 for a period of 24 months from the date of the closing of the financing. The Common Shares and warrants are subject to a mandatory hold period of 4 months and 1 day from the date of the closing of the financing.

ZoomMed announced its intention to raise a revised maximum of $2,600,000 for the Private Placement. The final closing of the Private Placement has to be completed on or before March 30, 2011.

Avenue Capital Markets CPVC Inc., a Montreal-based Exempt Market Dealer, is acting as agent for the Private Placement and is entitled to receive a cash fee equivalent to 8% of the gross proceed of the Private Placement and an agent's option to purchase a number of Units, under the same terms and conditions as Units of the Private Placement, equivalent to 8% of the total number of Units sold.

The use of proceeds will include the acquisition of Praxis Santé Inc. and the cash flow of ZoomMed Inc.

ZoomMed has received an advance income tax ruling from the "Ministère du Revenu du Québec" confirming that ZoomMed qualifies as a "qualified issuing corporation" and that the shares issued to qualified mutual funds in regards of the Private Placement qualifies as "qualifying shares" for inclusion in a Québec Stock Savings Plan II. The inclusion in a Québec Stock Savings Plan II in 2011 of the shares issued by ZoomMed today will entitle an individual (other than a trust) who is resident in Québec on December 31, 2011 to deduct, in the computation of taxable income for Québec tax purposes for his or her 2011 taxation year, 150% of the acquisition cost of the shares.

The Private Placement is subject to the final approval of the TSX Venture Exchange and other regulatory authorities.

About ZoomMed

ZoomMed's developed the ZRx Prescriber, a technological innovative Web application that enables physicians to use a wireless device, such as the IPod Touch™, IPhone™, IPad™, Google Android™, other PDA's or computers, to write and rapidly deliver scripts. The ZRx Prescriber is quick, efficient and intuitive. Since it is a stand-alone product, it can easily be integrated to any Electronic Medical Record application (EMR).

About Avenue Capital Market

Avenue Capital Markets CPVC Inc. is an independent exempt market dealer dedicated to supporting the growth of small to mid cap companies located primarily in Québec. Avenue provides dynamic entrepreneurs with access to capital markets, corporate advisory services and experienced mentor networks.

For further information about Avenue Capital Market, please visit the Web Site; www.avenuecapitalmarket.com

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

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