NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES
VANCOUVER, BC, Feb. 15, 2022 – HealthSpace Data Systems Ltd. (“HealthSpace”, or the “Company”) (CSE: HS) (Frankfurt: 38H) (OTC: HDSLF) is pleased to announce that further to its overnight marketed public offering (the “Offering”) of 6,666,700 units of the Company (the “Units”) which closed on February 4, 2022, Echelon Wealth Partners Inc. (the “Agent”) has exercised its over-allotment option (the “Over-Allotment Option”) in full to purchase an additional 1,000,004 Units at a price of $0.60 for gross proceeds of approximately $600,003.
Including those issued pursuant to the Over-Allotment Option, a total of 7,666,704 Units were issued under the Offering for aggregate gross proceeds of approximately $4,600,022. Each Unit is comprised of one common share in the capital of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to acquire, subject to adjustment in certain circumstances, one Common Share at an exercise price of $0.90 for a period of 24 months from the date of issuance. The Warrants are listed for trading on the Canadian Securities Exchange under the symbol HS.WT.
In connection with the closing of the Over-Allotment Option, the Company issued the Agent (i) 80,000 compensation warrants, each of which is exercisable into one Common Share at an exercise price of $0.60 for a period of 24 months from the date of issuance, and (ii) 30,000 Common Shares as a corporate finance fee.
The Units were offered and sold pursuant to Company’s prospectus supplement dated January 28, 2022 (the “Prospectus Supplement”), to the Company’s base shelf prospectus dated September 14, 2021 (the “Base Shelf Prospectus”). Copies of the Prospectus Supplement and accompanying Base Shelf Prospectus can be obtained on SEDAR at www.sedar.com.
The Company is also pleased to announce that it has closed the second and final tranche of its non-brokered private placement on the same terms as the Offering (the “Concurrent Private Placement”). The Company completed the second tranche of the Concurrent Private Placement by distributing 269,916 Units for gross proceeds of $161,949.60. Together with the first tranche of the Concurrent Private Placement, the Company issued an aggregate of 1,131,349 Units for aggregate gross proceeds of $678,809.40. All securities issued in connection with the Concurrent Private Placement are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities laws.
The Company will use the net proceeds of the Offering (including the Over-Allotment Option) and Concurrent Private Placement for sales, marketing, research and development, working capital and general corporate purposes.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws, and may not be offered or sold within the United States, or to or for the account or benefit of any U.S. person or any person in the United States, unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available. “United States” and “U.S. Person” are as defined in Regulation S under the U.S. Securities Act.
HealthSpace is an industry leading software as a service company serving the state, provincial and local government market across the United States and Canada. HealthSpace’s cutting edge platforms currently provide inspection, information, communication and data management systems that enable government agencies to operate more efficiently. HealthSpace’s cloud and mobile based platforms are currently deployed in over 600 state and local government organizations across North America. HealthSpace currently offers the only fully integrated inspection, administration and analytics product suite across all platforms in North America. HealthSpace also delivers its government grade technologies to private businesses through its My Health Department platform, enabling citizens and private businesses to gain visibility and predictability into their own organizations and move from a reactive to a proactive operational status. As HealthSpace continues to deliver focused service and innovative solutions to government organizations, the Company entered the FinTech space through its HSPay offering which serves as a payment platform that streamlines the intake of government revenue. Further, HealthSpace’s GovCall platform offers one of the only teleconferencing and video collaboration platforms tailored exclusively for government agencies.
This news release may contain forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words “expects”, “plans”, “anticipates”, “believes”, “intends”, “estimates”, “projects”, “potential” and similar expressions, or that events or conditions “will”, “would”, “may”, “could” or “should” occur. Forward-looking statements may include, without limitation, statements regarding the use of proceeds from the Offering (including the Over-Allotment Option) and Concurrent Private Placement. All forward-looking statements in this news release are made as of the date of this news release. The forward-looking statements contained herein are also subject generally to assumptions and risks and uncertainties that are described from time to time in the Company’s public securities filings with the Canadian securities commissions, including the Base Shelf Prospectus and the Prospectus Supplement. Although HealthSpace believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. HealthSpace expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by applicable law.
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