Toronto, Ontario, Canada / TheNewswire / December 7, 2017 – Open Source Health Inc. (CSE:OSH), (Frankfurt:0OS), a cloud based precision health platform that puts control into the hands of women to educate, advocate and collaborate on their own healthcare is pleased to announce that it has agreed to settle an aggregate of $ 100,000 of indebtedness owed to certain arm’s length and non-arm’s length creditors through the issuance of an aggregate of 2,000,000 common shares ("Common Shares") of the Company at a price of $ 0.05 per Common Share (the "Debt Settlement"). All Common Shares issued in connection with the Debt Settlement are subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities legislation.
Pursuant to the Debt Settlement, Gary Bartholomew, a director and officer of the Company, through a company owned and controlled by him, acquired 1,000,000 Common Shares of the Company. Prior to the completion of the Debt Settlement, Mr. Bartholomew held, directly and indirectly, 2,100,455 Common Shares of the Company, representing approximately 11.17% of the Company’s issued and outstanding Common Shares on a non-diluted basis. Upon completion of the Debt Settlement, Mr. Bartholomew will own or control, directly and indirectly, 3,100,455 Common Shares of the Company, representing approximately 15.66% of the Company’s issued and outstanding Common Shares on a non-diluted basis. Depending on market and other conditions, or as future circumstances may dictate, Mr. Bartholomew may from time to time increase or decrease his holdings of Common Shares or other securities of the Company. A copy of the early warning report will be available on the Company’s issuer profile on SEDAR at www.sedar.com.
The Debt Settlement constituted a "related party transaction" as defined in Multilateral Instrument 61-101 – Protection of Minority Securityholders in Special Transactions ("MI 61-101"), as certain insiders of the Company acquired 1,322,000 Common Shares. The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 due to the fact that the Company is in financial hardship. A material change report will be filed less than 21 days before the closing date of the debt settlement. This shorter period is reasonable and necessary in the circumstances to allow the Company to improve its financial position by reducing its accrued liabilities in order to make it a more attractive for potential merger and acquisition transactions.
About Open Source Health Inc.:
Open Source Health takes a truly patient-centered approach and is in the business of providing a cloud based, real-time precision medicine platform to Clinics and Practices that focus on Women’s Health. Open Source Health Inc. is leading the digital transformation of healthcare by leveraging the latest trends in digital health, precision medicine, molecular medicine, integrated and personalized health, social health and participatory medicine. This is medicine for the 21st century.
For more information, visit www.opensourcehealth.com
For further information, please contact Investor Relations at Open Source Health Inc.
Toll Free: 1.866.403.1933 in North America
International Calling: +01.647.872.9986
Forward Looking Statements
Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of Open Source Health Inc. ("OSH"), including, but not limited to, the impact of general economic conditions, industry conditions and the uncertainty of obtaining additional financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made as of the date of this press release, and OSH does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable securities law.
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