/NOT FOR DISTRIBUTION IN THE UNITED STATES OR THROUGH UNITED STATES WIRE SERVICES/
TORONTO, Dec. 24, 2013 /CNW/ - Biosign Technologies Inc. (TSXV: BIO) ("Biosign" or the "Company") announced an investment in Vancouver, British Columbia-based Higher Bracket Online Media Inc, ("Higher Bracket") an innovative human resources consultancy. The Company is investing $380,000, paid by the issuance of 6,000,000 common shares of the Company at an ascribed price of $0.05/share, being a premium to the market price, as well as $80,000 in cash. In exchange for such payment, Biosign will acquiring 25% of outstanding shares of Higher Bracket and receive an option to acquire an additional 15% of the outstanding shares at any time prior to June 30, 2015 (the "Option Period") at the same valuation as the original investment.
According to Biosign management's currently articulated strategy of growth by acquisition, integrating acquired employees, recruiting new staff and managing rapid growth will be critical success factors requiring core competencies in these areas. The total costs of providing a complete human resources solution to Biosign will be reduced by our ownership interest of Higher Bracket. Further, a pro-rata percentage of Higher Bracket profits will accrue to Biosign as investment income, further mitigating our human resource costs. Finally with Biosign as a reference client Higher Bracket will grow, and Biosign shareholders will benefit from that growth in enterprise value through this investment.
Higher Bracket is a privately held, federally registered Canadian corporation founded in 2005. The company has over 92,000 Canadian member-clients, made up of top-performing professionals, franchise operators, small business owners and entrepreneurs. It produces executive career management events in major Canadian cities several times per year. The company has five employees operating from two offices: a main office in Vancouver, British Columbia and a sales and customer service centre in Moncton, New Brunswick.
Higher Bracket will supply Biosign with complete human resource strategic planning and execution services including the recruiting, hiring, onboarding, initial training, mentoring, evaluation, disciple, advanced training, career development, incentive planning and motivation of all current and prospective Biosign employees, at a substantial discount. These services will also cover the integration of employees from acquired companies starting with QLINE.
The transaction is subject to review and approval by the Board of Directors, the TSX Venture Exchange (TSX-V), and if necessary, shareholder approval. All securities granted as consideration for the transaction will be restricted for four months and one day under TSXV regulations, as well as contractual restrictions on trading for a further 24 months.
About Biosign Technologies Inc.
Biosign Technologies Inc. (TSXV: BIO) provides automated, software enabled health information solutions including the Pulsewave® Health Monitor and the Healthanywhere™ Patient monitoring / self-management platform. The Company's Pulsewave® Health Monitor solution enables pulse wave data collection for cardiovascular clinical decision support and self-care, while its Healthanywhere™ solution offers industry-leading remote patient monitoring and patient centred care management. The Company also offers a number of cardiovascular screening programs for consumers under its Heart Friendly™ brand, including Heart Friendly™ Practice, Heart Friendly™ Dentist, and Heart Friendly™ Fitness. 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 the company'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:
Chief Executive Officer
Phone: (416) 218-9800 ext. 201
Email: [email protected]