TORONTO, July 18, 2012 /CNW/ - Biosign Technologies Inc. (TSXV: BIO) ("Biosign" or the "Company") announced today that it has mutually agreed with Easymed Services Inc.
("Easymed") to terminate their previously announced transaction to
combine operations. The difficult economic climate resulted in the
Company being unable to raise a minimum of $2 million in order to
satisfy the financing condition on the transaction. The parties have
exchanged releases and no payments are owing by either party.
Biosign and Easymed shall continue to work together under the previously
announced Distribution and License Agreements entered into earlier this
year (see news December 5, 2011 and January 30, 2012) that allow for
the resale and distribution of each other's respective products as well
as the creation of a joint product offering.
Easymed Chairman Ayub Khan stated "While it is unfortunate the ongoing
global economic crisis has made it impossible to complete the business
combination contemplated by the announced merger agreement, we remain
eager to combine Biosign's ground-breaking virtual medical instrument
technology with our patient portal software, EasySmartCare."
Biosign today announced that it has entered into a Loan Agreement with
Prospec Specialties Inc, an arms-length third party, in the principal
amount of CAD $100,000. The loan is unsecured and interest-free and is
repayable on the earliest of the date the Company completes a debt or
equity financing for proceeds of not less than CAD $250,000, 12 months
from the date of the Loan Agreement or upon the sale or change of
control of the Company. The Company intends to use the proceeds for
general working capital purposes.
Prospec Specialties Inc is a privately held British Columbia corporation
with head office Markham, Ontario. The company's primary business is
the manufacturing and distribution of architectural finishing products,
including privacy systems and wall protection systems for hospitals and
healthcare institutions. It is the intention of the company to expand
its business presence in the North American healthcare market, and this
loan to Biosign is the beginning of what is planned to be a deeper
relationship between the companies.
Biosign is pleased to announce that Mr. John Rizvi, Mr. Zoheb Rizvi and
Mr. Robert Kaul have joined the Board of Directors, in order to fill
vacancies and to strengthen its global experience in the healthcare
products, medical information technology and business development
arenas. Due to other commitments, Dr. Harold Koplewicz has resigned
from the Board. Mr. John Rizvi will assume the title of Chairman of
the Board replacing Mr. Jason Meretsky, who will remain on the Board.
Following these changes, the Board will consist of six directors
including Senator Alfonse D'Amato, Dr. Scott Jenkins (CEO), Mr. Robert
Kaul, Mr. Zoheb Rizvi, Mr. Jason Meretsky and Mr. John Rizvi
Mr. John Rizvi is the Managing Director of Alqaem International FZE, a
diversified trading and distribution company headquartered in the
United Arab Emirates. A large portion of Alqaem's business is
health-care focused within the Middle East and North Africa (MENA)
region. In July 2010, Alqaem was appointed the exclusive Master
Distributor for Biosign health monitoring products for 10 countries in
the MENA area. Mr. Rizvi is the majority shareholder of Prospec
Mr. Kaul has over 23 years of experience in sales, marketing, operations
and a successful track record leading early-stage technology companies.
He is the former CEO of Cloud Diagnostics LLC, a healthcare IT
distribution company based in New York NY. In June 2010, Biosign
acquired the assets of Cloud Diagnostics, and Mr. Kaul then served as
Executive Vice President of Biosign from July 2010 to June 2011. In
November 2011, Mr. Kaul launched ARK Ventures Inc, an international
import, export and distribution company that imports products to and
from Europe, the UAE, India, Canada and the United States, and controls
exclusive Canadian, US and foreign distribution rights to a number of
medical device products including InVitro Diagnostic tests by MedVec
International (Germany), healthcare IT products from CleanBoard GmbH
(Germany) and hospital furniture products by Notion Medical (Canada).
Mr. Zoheb Rizvi is the Director of Sales and General Manager of Prospec
Specialties Inc, based in Markham, Ontario He has extensive experience
in international sales and business development, and served as the
former Sales Director for Alqaem Building Products in Abu Dhabi, UAE.
Zoheb has a degree in Commerce from, Rohilkhand University, a premier
institution in Bareilly, India and a diploma in Computer Science from
the LCC Institute of Computer Science in Cochin, India.
Biosign CEO Dr Scott Jenkins said "We are very pleased to welcome Mr.
Kaul back to Biosign in the role of Director, and we are looking
forward to benefitting from the the global business insights of all our
new board members. Meanwhile we would like to sincerely thank Dr.
Koplewicz for his service on the board and wish him the very best in
his future endeavours".
Upon the announcement of the proposed, and now cancelled, business
combination with Easymed, trading of the outstanding common shares of
Biosign on the TSX Venture Exchange was halted. It is anticipated that
with the termination of the Easymed transaction, trading of the
outstanding common shares of Biosign will resume.
About Biosign Technologies Inc.
Biosign Technologies Inc. (TSXV: BIO) provides biomedical systems. Key
applications include intelligent systems for noninvasive monitoring of
common health risks associated with blood pressure, lifestyle, and
medication. The core technology combines measurement, analysis, and
rapid knowledge formation to support health monitoring across global
markets. The UFIT® medical device technology powers quality data
collection and analytics for clinical diagnostics, self-care, wellness,
disease state evaluation & management, and remote patient monitoring.
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
Scott Jenkins, Ph.D.
Biosign Technologies Inc.
Phone: (416) 218-9800 ext. 234