TORONTO, Aug. 30, 2012 /CNW/ - Biosign Technologies Inc. (TSXV: BIO) ("Biosign" or the "Company") is pleased to provide an update on certain business and recapitalization matters.
Biosign Private Placement
As previously announced Biosign intends to complete a non-brokered private placement of up to 5,000,000 units of Biosign ("Units") at $0.10 per Unit for gross proceeds of up to $500,000 (the "Offering"). Each Unit will consist of one common share of Biosign and one-half of one common share purchase warrant, with each full warrant (a "Warrant") exercisable for one common share of Biosign at an exercise price of $0.15 per share for a period of 12 months from closing. The Warrants shall have an acceleration clause such that in the event that the closing price of the Biosign common shares on the TSXV is in excess of $0.20 for a period of five consecutive trading days, then Biosign will have the right to accelerate the expiry date to 14 days following the date of notice thereof given to the holders. Approval and price protection for the private placement was received from the Toronto Venture Exchange (TSX-V) on August 14th, 2012. The proceeds of the private placement will be used for restructuring purposes and to execute the new Company's business plan.
Shareholders of Biosign will be afforded the opportunity to participate in the Offering on a pro rata basis, subject to compliance with applicable securities laws. Those Biosign shareholders who desire to participate in the Offering are encouraged to contact Biosign at the contact information below on or before Friday September 7th, 2012. The Offering may be completed in one or more closings. The securities issued in connection with the Offering are subject to a four-month hold period under applicable securities laws.
Reduction in Payables
The Company has successfully restructured or has negotiated the restructuring of a number of payments to creditors, subject to the Offering being completed. The Company estimates that such restructuring of payments to suppliers represents savings of approximately $200,000.
Rebranding UFIT® ahead of US launch
The Company has renamed their "Automated Wrist Blood Pressure & Pulse Rate Monitor with Computer Controls & Web Services" product. Previously this system was known by its internal designation, "UFIT® TEN-10" (which stands for "Uniform Fully Integrated Terminal Tensiometer-10"). As part of our new consumer-friendly commercialization strategy, this product has been renamed the "Biosign Pulsewave™ Monitor". The system's functions remain the same - an inflatable wrist cuff gathers a pulse wave signal, the signal is transmitted to Biosign's servers for analysis, and results are instantly transmitted back to the user, while also being stored in the "Cloud" for remote retrieval & analysis. Pulsewave™ is approved to deliver blood pressure, heart rate, pulse variability and hemodynamic readings, while a Breathing Rate Average (or BRA™) result is considered a "beta" release right now. As previously announced on August 13th, 2012, an FDA premarket notification 510(k) application has been filed for the Pulsewave™ system. Biosign will update its existing regulatory approvals from Health Canada and CE Mark to reflect the new brand name.
Product Research & Validation Program
Under the new business plan, Biosign will pursue a focused research and development agenda. Promoting and supporting our existing, approved and market-ready products, including the Biosign Pulsewave™ Monitor and the Healthanywhere™ suite of patient monitoring solutions will take precedence. Management has re-prioritized the product pipeline. Going forward the Company will concentrate on completing the development of previously announced innovations that have the most potential to generate immediate sales, including a screening tool for heart arrhythmias (offering a new result called Total Anomaly Score or TAS™, which indicates the potential degree of arrhythmia), as well as the previously announced UFIT® TEN-20 blood glucose measurement function.
Business Development Activities
As part of an aggressive push to refocus efforts into sales & marketing, the Management Team has engaged in productive discussions with a number of key accounts. To date, a Letter of Intent has been signed to pursue an exclusive marketing and distribution agreement with a US-based provider of Health and Wellness solutions for large employers. Negotiations have begun with a second counterparty to secure an agreement to sell and support Biosign products to large hospital and insurance clients in the United States and attention has been given to refreshing, renegotiating and improving relationships with existing Biosign distribution partners.
Biosign's CEO Mr. Robert Kaul stated: "In the past two weeks the team at Biosign has made great strides in executing our ambitious plan to restructure the Company. I'm thrilled to date with the response received to our initiatives. We are looking forward to completing the first phase of our plan by September 14th, 2012 when the Company anticipates closing the private placement. Details of our new business plan and other pertinent information can be found at www.biosign.com."
About Biosign Technologies Inc.
Biosign Technologies Inc. (TSXV: BIO) provides automated, computer enabled biomedical systems and devices. Key applications include the noninvasive monitoring of vital signs including blood pressure, pulse rate and breathing rate, enhanced with web services. The Company's UFIT® medical device technology powers quality data collection for clinical decision support, self-care, wellness and disease management, while it's Healthanywhere™ Suite offers industry-leading remote patient monitoring solutions. For more information on Biosign, please visit www.biosign.com
This release contains forward-looking statements. Forward-looking statements, without limitation, may contain the words believes, expects, anticipates, estimates, intends, plans, or similar expressions. Forward-looking statements are not guarantees of future performance. They involve risks, uncertainties and assumptions and Biosign's actual results could differ materially from those anticipated. Forward looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. In the context of any forward-looking information please refer to risk factors detailed in, as well as other information contained in, Biosign's filings with Canadian securities regulators (www.sedar.com).
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Biosign Technologies Inc.For further information:
Biosign Contact Information
Robert Kaul, CEO
Biosign Technologies Inc.
Phone: (416) 218-9800 ext. 234