DRM Ventures Announces Update to the Progress on Finalizing a Qualifying Transaction


TORONTO, Feb. 10 /CNW/ - DRM Ventures Inc. ("DRM") (TSX-V:DRM.P) announced today an update on the progress to finalize the Qualifying Transaction (the "QT") with AzureCare Limited ("AzureCare"), formerly known as Tellurian Healthcare Business Services, previously announced on October 6, 2010.

"We are excited about moving forward with this merger and the QT," said Amin Khalifa, CEO of DRM. "AzureCare is an amalgamation of a number of existing assets in the US healthcare services market which is causing the due diligence process to take a bit longer than a typical transaction. However, I am confident that the value shareholders will get from this transaction will make it very worthwhile."

"In preparation for the Qualifying Transaction, I am also pleased to announce that we are adding two board members with extensive US healthcare services experience to complete the transaction and add significant value to the new board after the transaction."

With the execution of a share purchase agreement expected to close in the coming days, Mr. Edward Dooling and Mr. Gordon McCauley will join the Board of Directors of DRM. Concurrent with the appointment of Messrs Dooling and McCauley to the Board, Messrs Stinson and Kaushal will be retiring.

Mr. Dooling is Executive Vice President of Sales and Chief Growth Officer of American Pathology Partners ("APP"), a nationwide network of pathology laboratories. As co-founder of APP, Mr. Dooling secured $75 million in capital from New Enterprise Associates. Prior to his work at APP, Mr. Dooling was President and CEO of Resonance Health (ASX:RHT), a company that provides quantitative MRI based technology for the diagnosis and monitoring of human disease. While there he successfully grew sales by 555%.

Mr. McCauley is President and CEO of Allon Therapeutics (TSX:NPC), a clinical-stage biotechnology company focused on developing drugs to combat neurodegenerative diseases. Prior to becoming President of Allon Therapeutics in 2004, Mr. McCauley worked with an institutional biotech venture capital fund.

On the topic of finalizing the QT, Mr. Khalifa said, "While most of the due diligence has been completed, DRM is awaiting final due diligence on all documents relating to amalgamation of the underlying US assets by AzureCare. Further, in advance of a QT, we will confirm that AzureCare has executed annuity contracts for their new comprehensive market offering. Lastly, once we understand the totality of revenue and profits generated by these contracts and other prospects, we will calculate the requirements for additional growth capital for the business."

"I expect that these issues will be covered in due course," continued Mr. Khalifa, "and soon we will submit the required documentation to the TSX Venture Exchange (the "Exchange") to seek approval for the QT."

A press release with further particulars relating to the proposed QT will follow in accordance with the policies of the Exchange.

Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This news release may contain forward-looking statements that are based on DRM's expectations, estimates and projections regarding its business and the economic environment in which it operates. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Therefore, actual outcomes and results may differ materially from those expressed in these forward-looking statements and readers should not place undue reliance on such statements. Statements speak only as of the date on which they are made, and DRM undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances.

SOURCE DRM Ventures Inc.

For further information:

Amin Khalifa
Chief Executive Officer
DRM Ventures Inc.

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DRM Ventures Inc.

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