NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
VANCOUVER, British Columbia, Aug. 13, 2019 (GLOBE NEWSWIRE) — Avricore Health Inc. (TSXV: AVCR, OTC: AVCRF) (“Avricore Health” or the “Company“) announces that it has closed the first tranche of its previously announced non-brokered private placement by issuing 6,852,400 units (the “Units“) at a price of $0.05 per Unit for gross proceeds of $342,620. Each Unit consists of one common share (a “Common Share“) and one common share purchase warrant (a “Warrant“). Each Warrant entitles the holder to acquire one additional Common Share at $0.15 per share for 24 months following closing.
The Company intends to use the proceeds from the offering for working capital and marketing costs, including expanding the network of its HealthTabTM operating blood-chemistry analyzers located in community pharmacies in the Greater Toronto Area known as the Rapid Access, Safety Reporting System (RASTR). HealthTabTM is a point-of-care test offered to consumers on a commercially available blood- analyzer that looks at areas ranging from blood sugar, liver, kidney to metabolic functions with the purpose of supplying the consumer with valuable data on their health, while RASTR provides de-individualized data to life-science companies seeking real-world evaluations of treated populations. For more information, please visit www.avricorehealth.com .
A total of up to 30,000,000 Units have been reserved for issuance pursuant to the placement. All securities issued under the placement are subject to a hold period of four months and one day from issuance in accordance with applicable securities laws and the policies of the TSX Venture Exchange.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “1933 Act“), or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the 1933 Act and applicable state securities laws.
This news comes just one week after the Company welcomed incoming Chief Financial Officer, Kiki Smith, on August 6, 2019, who brings a strong history of successfully completing transformations through disciplined cost and cash control. The funding and new finance team come at an important time as the Company nears the completion of its transformation and enters the planned growth phase in Q3/Q4 2019. Those discussions center on HealthTabTM and the RASTR Network, which will become the first on-going, harmonized program to conduct real-world evaluations on global treated populations. The Company’s objective is to become the world’s leading source of real- world evaluations health data, fueling evidence-based decisions making for consumers and health teams, plus, lowering the costs of clinical trials and supporting health-focused AI technologies.
The placement constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions (“MI 61-101“), as insiders of Avricore Health subscribed for an aggregate of 2,040,000 Units for gross proceeds of $102,000. The Company is relying on the exemptions from the formal valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(b) of MI 61-101, respectively, as the Company is not listed on specified markets and the fair market value of the participation in the offering by insiders did not exceed $2,500,000, as determined in accordance with MI 61-101. Avricore Health did not file a material change report in respect of the related party transaction at least 21 days before the closing of the first tranche of the placement as the details of the participation by related parties of the Company were not settled until shortly prior to the closing of the first tranche.
For further information, please contact: Bob Rai, Director and CEO 604-247-2639 firstname.lastname@example.org www.avricorehealth.com