VANCOUVER, BRITISH COLUMBIA / TheNewswire / December 22, 2017 - H-Source Holdings Ltd. (TSXV: HSI; OTCQB: HSCHF) (the "Company" or "H-Source") is pleased to announce that it has engaged Mackie Research Capital Corporation (the "Agent") as lead agent and sole book-runner on a best-efforts, fully marketed basis for a private placement of up to 15,000,000 common shares of the Company at a price of C$0.10 per common share to raise gross proceeds of up to C$1,500,000 (the "Offering"). In addition, the Agent has been granted an over-allotment option exercisable 48 hours prior to the closing of the Offering to increase the size of the Offering by up to 15% (for up to an additional 2,250,000 common shares).
The closing of the Offering is expected to occur on or about December 29, 2017. Closing is subject to a number of prescribed conditions, including, without limitations, approval of the TSX Venture Exchange. Proceeds from the Offering will provide funding for general corporate purposes. All the securities issued under the Offering are subject to resale restrictions under applicable securities legislation.
Offering Jurisdictions
The Offering will take place by way of a private placement to qualified investors in such provinces of Canada as the Agent may designate, and otherwise in those jurisdictions where the Offering can lawfully be made under applicable private placement exemptions.
Agent's Compensation
On the Closing of the Offering, the Company has agreed to pay to the Agent, subject to certain exclusions, a commission equal to 7.5% of the gross proceeds arising from the Offering, including the exercise of the over-allotment option (if applicable). At the closing of the Offering, the Company will also issue to the Agent, subject to certain exclusions, non-transferable warrants (the the "Compensation Options") exercisable at any time up to 18 months from closing, to acquire common shares from treasury in an amount equal to 7.5% of the common shares issued pursuant to the Offering, including the exercise of the over-allotment option (if applicable). The Compensation Options are exercisable at C$0.10 per Compensation Option.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and any applicable state securities laws or an exemption from such registration requirements is available.
About H-Source Holdings Ltd.
H-Source Holdings Ltd. is a technology company operating within the healthcare industry through its wholly owned subsidiary, H-Source, Inc. The Company has developed a transaction platform that provides a private, secure and trusted marketplace for member hospitals to buy, sell and transfer excess inventory supplies and capital equipment with each other. Member hospitals can conduct secure transactions within Integrated Delivery Networks, complete H-Source network or customize their own group hospitals using H-Source's built-in filters. This marketplace network is specifically designed to reduce health care costs and medical product waste. For more information, please visit https://h-source.com/.
On behalf of the board of directors of H-Source Holdings Ltd.
"John Kupice"
John Kupice
CEO & Director
For further information, please contact:
Nicole Marchand
Telephone: 416-428-3533
Email: investors@h-source.com