CALGARY, AB / CRWEPRESSRELEASE / August 11, 2015 / Imaging Dynamics Company, Ltd. (“IDC” or the “Company”) (TSX Venture: IDL-X) today announced a non-brokered private placement financing of unsecured Convertible Debentures for gross proceeds of up to $6,250,000 in principal amount (the “Offering”). The Convertible Debentures will have a maturity date of three years from the date of issue (the “Maturity Date”), will bear interest at a rate of 6.0% per year payable annually, and will be convertible into common shares of the Company at the holder’s option at a conversion price of $0.02 per common share for a period of three years after the Closing Date of the Offering. Subject to the completion of a proposed share consolidation as outlined below, the “post-consolidation” conversion price of the Convertible Debentures would be at $0.10 per share.
The Offering is being made available pursuant to the grant of a “discretionary waiver” of the TSX Venture Exchange’s (“TSXV”) minimum $0.05 pricing requirement and is subject to acceptance by the TSXV. With respect to this TSXV waiver, the Company may conduct a share consolidation of the outstanding common shares of the Company on a 5:1 basis, in accordance with the applicable securities legislation, within six months of the Closing Date of the Convertible Debentures financing should the market conditions of a share consolidation be favourable to the stock price of the listed shares of the Company at that time as determined by the Board of Directors of IDC. However, the Convertible Debentures may not be converted into common shares in any portion until and unless the 5:1 share consolidation is undertaken by the Company within six months of the Closing Date, and thereafter the “post consolidation” conversion price of the Convertible Debentures will be $0.10 per common share. If the share consolidation is not successfully completed within the earlier of the next annual shareholders meeting or six months from the Closing Date, the conversion price of the common shares will then revert to $0.05 per share for the first year, and $0.10 per share for the second and third year of the term of the debt in accordance with the TSXV’s minimum pricing requirements.
IDC intends to use the proceeds of the Offering primarily to expand its business in the China market for the following purposes: (1) to set up an IDC Shanghai R&D Centre in China, and (2) to explore, develop and market new medical industry related products for sales in this region and throughout the global marketplace.
The Offering is expected to close on or around September 10, 2015. The Convertible Debentures issued in connection with the private placement will be subject to a four month and one day hold period from the date of issuance in accordance with applicable securities laws.
The Offering remains subject to certain conditions including, but not limited to, the final approval of the TSX Venture Exchange. The Offering has received approval from the Board of Directors of the Company.
About Imaging Dynamics Company (IDC):
IDC is a global medical imaging technology provider and innovative force in the high growth field of digital radiography (DR) technology. The Company has over 4,000 installations in 50 countries of its proprietary, award winning direct capture DR technology, which replaces conventional film-based diagnostic imaging and provides a cost-effective solution for medical facilities of all sizes to provide high quality diagnostic X-ray images and improve the level of healthcare for their patients.
Throughout its history, IDC has been recognized by multiple industry organizations and research analysts such as: Frost & Sullivan and Deloitte Technology; for its dedication to innovation, global market growth, and customer focused value proposition.
The Company has its corporate office in Calgary, Alberta, Canada, and also has a representative office in Beijing, China.
Visit the IDC web site: www.imagingdynamics.com
For more information, please contact:
President and Chief Executive Officer
Imaging Dynamics Company Ltd.
1.866.975.6737 Toll Free
Statements in this release which describe IDC’s intentions, expectations or predictions, or which relate to matters that are not historical facts are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties which may cause the actual results, performances or achievements of IDC to be materially different from any future results, performances or achievements expressed in or implied by such forward-looking statements. IDC may update or revise any forward-looking statements, whether as a result of new information, future events or changing market and business conditions. Known and unknown risks and uncertainties include: IDC’s ability to manufacture its products with a sufficient level of quality and in volumes which satisfy market demand ;the ability of IDC to establish direct and indirect sales channels; the ability of IDC to establish industry partnerships; IDC’s ability to attract and retain key personnel; the strength and breadth of IDC’s patents; and other factors relating to general economic conditions, specific industry conditions and IDC’s particular situation.
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
SOURCE:Imaging Dynamics Company Ltd.