Press Releases 2023PDF DOWNLOAD VIEW ALL NEWS
New Financing And Debt Conversion
Toronto, ON – February 28, 2023 – 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 it is undertaking a new preferred offering to investors and has entered into an agreement with its executive officers to purchase shares of the Company.
The Company plans to sell a total of 5,000,000 of units at $1 per unit which consist of (i) one (1) common share of LevelJump (“Common Share”), at an issue price of $0.10 per Common Share; and (ii) one (1) 8% cumulative redeemable convertible Class A Series 1 preferred share (“Preferred Share”), at an issue price of $0.90 per Preferred Share.
Each Preferred Share is non-voting, carries a cumulative annual dividend of 8% payable quarterly, along with a top up dividend of 25% of the portion of LevelJump’s EBITDA that is above $2,000,000 per year, divided by the then outstanding Preferred Shares. The Preferred Shares are redeemable on the fifth anniversary (the “Redemption Date”) after issuance at a price of $1.00 per Preferred Share (or at a price of $1.10 per Preferred Share if redeemed any time prior to the Redemption Date) together with all accrued and unpaid dividends. The Preferred Shares are also convertible, prior to being redeemed or called, into common shares of the Company at a price of $0.40 per Common Share. Subject to applicable law and to certain exceptions, LevelJump may, at any time prior to the Redemption Date, purchase for cancellation all or any number of the Preferred Shares outstanding from time to time at any price in the open market if they are listed or posted for trading on a stock exchange or by tender available to all of holders of Preferred Shares or by private agreement or otherwise.
To date, the Company has sold 114,000 units in a prior offering and has commitments for a further 1,130,000 units. The Company will be offering the remaining 3,756,000 units at this time on approval from the TSXV exchange.
The Company has reached an agreement with its CEO and CFO for them to each forgo their 2022 combined annual bonuses of a total of $180,000, as well as convert an additional combined $200,000 total of past due salary into 4,000,000 common shares. The effective price of the shares issued will be $0.095 per share, representing a 110% premium to the current stock price. This transaction is subject to approval by the Board of the Company, the TSXV Exchange as well as shareholder approval at the next Company annual meeting to be held in the spring of 2023.
Management has additionally personally purchased, on the open market, a total of 2,115,000 Company warrants that trade under JUMP.WT, with an exercise price of $0.50 per share. Management believes in the strong fundamentals of the company that include continued yearly growth rates with increasing revenues.
“We are excited to work on this offering, now that the Company is reaching profitability. With this financing, that will be applied to the opening of our new location in Toronto, as well as the acquisition of the Alberta centers, the Company will be in position to meet our 2023 and 2024 business goals.” said Mitch Geisler, CEO. “Rob and I are also showing our additional commitment to JUMP by purchasing stock and warrants so that we are aligned with shareholders. We feel that JUMP stock is undervalued.”
About Leveljump Healthcare
LevelJump Healthcare Corp., (TSXV: JUMP) provides telehealth solutions to client hospitals and imaging centers through its Teleradiology division, as well as in person radiology services through its IHF’s (Independent Healthcare Facilities). JUMP focuses primarily on critical care for urgent and emergency patients, establishing integral relationships in the communities we serve.
ON BEHALF OF THE BOARD OF DIRECTORS OF
LEVELJUMP HEALTHCARE CORP.
Chief Executive Officer
Investor Relations Manager
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.