LevelJump Healthcare Corp. (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J) ("Leveljump" or the "Company"), a Canadian leader in B2B telehealth solutions, is pleased to announce that, subject to regulatory approval, it has agreed to acquire an outstanding 14.6% minority equity interest in Real Time Medical Inc. ("RTM"), a private Ontario company, in exchange for 2,494,576 units (a "Unit") of Leveljump. Each Unit will be issued at a price of $0.66 per Unit with each Unit being comprised of three (3) Leveljump common shares at a deemed price of $0.22 per share and one (1) share purchase warrant of Leveljump, each warrant entitling the holder to acquire one additional common share of Leveljump at a price of $0.35 per common share on or before December 31, 2023.
The equity interest in RTM was acquired through a mini-tender offer to the shareholders of RTM dated November 1, 2021 whereby JUMP offered to acquire up to 19.9% of RTM in exchange for the Units. The holders of the RTM shares who have tendered are all accredited investors.
"We are very excited about this investment and believe that with Real Time's teleradiology operations and servicing in multiple provinces across Canada, that there is a natural complement to our core CTS operations," said Mitchell Geisler, Chief Executive Officer of the Company. "We are focused on expanding our telehealth solutions and offering critical care radiology support and this investment is another step in growing our company."
Closing of the RTM Offer is subject to the consent of the TSX Venture Exchange and the approval of the board of directors of RTM, which has been obtained.
All securities issued will be subject to a hold period of four months and one day pursuant to applicable securities laws.
About Real Time Medical
Real Time Medical is a company created by clinicians, for clinicians. Its founders include three Canadian radiologists and a former GE PACS executive. The vision is to grow and operate a nationwide radiology collaboration service for Canadian radiologists, with world class, patented diagnostic workload balancing, workflow orchestration, peer learning and diagnostic operations software. The service network was launched in 2008.
About Leveljump Healthcare
LevelJump Healthcare Corp., (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J) is a healthcare company with a focus on profitable telehealth solutions as well as primary care services in radiology. The Company's subsidiary, CTS, provides off-site radiology readings for hospital emergency rooms and is a leader in the teleradiology space in Ontario. As part of our growth strategy, we are acquiring healthcare companies that have strong revenue and cash flow, with room for organic growth.
ON BEHALF OF THE BOARD OF DIRECTORS OF
LevelJump Healthcare Corp.
Mitchell Geisler, Chief Executive Officer
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This news release contains "forward-looking information" within the meaning of applicable securities laws relating to the Company's business plans and the outlook of the Company's industry. Although the Company believes, in light of the experience of its officers and directors, current conditions and expected future developments and other factors that have been considered appropriate, that the expectations reflected in this forward-looking information are reasonable, undue reliance should not be placed on them because the Company can give no assurance that they will prove to be correct. Actual results and developments may differ materially from those contemplated by these statements. The statements in this press release are made as of the date of this release and the Company assumes no responsibility to update them or revise them to reflect new events or circumstances other than as required by applicable securities laws. The Company undertakes no obligation to comment on analyses, expectations or statements made by third parties in respect of the Company, Canadian Teleradiology Services, Inc., their securities, or their respective financial or operating results (as applicable).
Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.
The securities being offered 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 U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.
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