HEALWELL AI announces $8M bought deal private placement

HEALWELL AI Inc. is pleased to announce that it has entered into an agreement with Eight Capital, on behalf of a syndicate of underwriters, in connection with a “bought deal” private placement financing of 13,333,400 Class A subordinate voting shares of the Company at a price of $0.60 per Share, for aggregate gross proceeds of $8,000,040.

The Company intends to use the net proceeds of the Offering general corporate and working capital purposes.

The closing of the Offering is expected to occur on or about October 13, 2023 (the “Closing Date”), and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the conditional approval from the Toronto Stock Exchange.

The Shares to be issued under the Offering will be offered to purchasers pursuant to: (i) the listed issuer financing exemption under Part 5A of National Instrument 45-106 – Prospectus Exemptions (“NI 45-106”) in an amount up to 8,333,000 Shares (the “LIFE Shares”) and (ii) other applicable exemptions from the prospectus requirements under NI 45-106 in an amount up to 5,000,400 Shares (the “Hold Shares”) in all the provinces of Canada, except Québec. The LIFE Shares will not be subject to resale restrictions pursuant to applicable Canadian securities laws. The Hold Shares will be subject to the statutory hold period of four months and one day from the date of issuance in accordance with applicable Canadian securities laws. Purchasers under the Offering will receive a fixed ratio of LIFE Shares to Hold Shares, being approximately 5:3.

There is an offering document relating to the Offering of the LIFE Shares that can be accessed under the Company’s profile at www.sedarplus.ca and on the Company’s website at www.healwell.ai. Prospective investors should read the offering document before making an investment decision.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful. No securities may be offered or sold to, or for the account or benefit of persons in the United States or to any U.S. persons or in any other jurisdiction in which such offer or sale would be unlawful absent registration under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and any applicable state securities laws or an exemption therefrom or qualification under the securities laws of such other jurisdiction or an exemption therefrom. “United States” and “U.S. persons” shall have the meaning given to them in Regulation S under the U.S. Securities Act.
MB Bureau