REG-PanGenomic Health Inc: PanGenomic Health Signs Letter of Intent with Crescita Capital for $5 Million Equity Drawdown Facility

Pangenomic HealthAnnouncement

09/01/2024 12:30

9 January 2024

 

PanGenomic Health Inc.

("PanGenomic Health" or the "Company")

 

PanGenomic Health Signs Letter of Intent with Crescita Capital for $5 Million
Equity Drawdown Facility

 

Vancouver, British Columbia, Canada, 9 January 2024 - PanGenomic Health Inc.
("PanGenomic Health" or the "Company") (CSE: NARA) (AQSE: NARA), is pleased to
announce that it has entered into a non-binding letter of intent with Crescita
Capital LLC ("Crescita Capital") for a $5 million equity drawdown facility
("Equity Drawdown Facility").

 

Under the proposed non-revolving Equity Drawdown Facility, PanGenomic Health
will have three years to utilise the $5 million for general working capital
purposes and strategic acquisitions. PanGenomic Health can draw down funds
from the Equity Drawdown Facility from time to time during the three year term
at PanGenomic Health's discretion by providing a notice to Crescita
Capital. In consideration for advances made by Crescita Capital under the
Equity Drawdown Facility, PanGenomic Health will allot and issue units to
Crescita Capital at an issue price equal to the greater of 85% of the average
closing bid price of PanGenomic Health's Class A Common Shares (the "Common
Shares") on the Canadian Securities Exchange ("CSE") during the 10 trading
days immediately prior to the closing date of each drawdown and the minimum
issue price permitted by the CSE (the "Issue Price"). Each unit issued under
the Equity Drawdown Facility will be comprised of one Common Share and
one-half of one Common Share purchase warrant (a "Warrant").  Each Warrant
will be exercisable for three years from the date of issue at an exercise
price equal to the greater of 125% of the Issue Price and the minimum exercise
price permitted by the CSE.

 

Upon the execution of a definitive agreement for the Equity Drawdown Facility,
PanGenomic Health will be required to pay a commitment fee to Crescita Capital
equal to 6% of the total commitment ($300,000), payable in cash or Common
Shares at a deemed price equal to the greater of $0.04 per common share and
the minimum price permitted by the CSE. PanGenomic Health will also be
required to pay the legal fees of Crescita Capital up to a maximum of
$26,000. 

 

The proposed Equity Drawdown Facility is subject to the execution of a
definitive agreement and the customary conditions precedent for transactions
of this nature, including, the approval of the CSE if required under its rules
and policies.

 

"We are very excited to work with Crescita Capital", said Maryam Marissen, CEO
of PanGenomic Health. "We believe that access to their innovative equity
financing platform and international business network will help grow our
business by accelerating development and marketing initiatives for our MUJN,
Nara and Mindleap products."

 

About Crescita Capital LLC

 

Crescita Capital is an investment and consultancy group that provides
financing and corporate development services for growth-stage companies in
markets around the world (www.crescitacapital.com).

 

About PanGenomic Health

 

PanGenomic Health is a precision health company that has developed a self-care
digital platform to deliver personalised, evidence-based information about
natural treatments. The Company's initial focus is to support mental health.
Registered as a British Columbia benefit company, PanGenomic Health's mission
is to promote and improve the health and wellness of people and society by
providing a technology platform that identifies plant-based solutions tailored
to the health profile of each individual.

 

The Directors of PanGenomic take responsibility for this announcement.

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

 

 

For more information, please contact:

 

Jerry Lai, Investor Relations    Maryam Marissen, President & CEO

PanGenomic Health Inc.    PanGenomic Health Inc.

778 743 4642      778 743 4642

ir@pangenomic.com     info@pangenomic.com

 

Novum Securities Limited, AQSE Corporate Advisor

David Coffman / George Duxberry

Tel: +44 (0)207 399 9400

 

This news release includes certain statements that may be deemed
"forward-looking statements", including statements respecting the services to
be provided by PanGenomic Health and the consideration to be paid to
PanGenomic Health. The use of any of the words "anticipate", "continue",
"estimate", "expect", "may", "will", "would", "project", "should", "believe"
and similar expressions are intended to identify forward looking statements.
Although PanGenomic Health believes that the expectations and assumptions on
which the forward-looking statements are based are reasonable, undue reliance
should not be placed on the forward-looking statements because PanGenomic
Health can give no assurance that they will prove to be correct. In
particular, there can be no assurance that the Company will be able to
negotiate an acceptable definitive agreement for the Equity Drawdown Facility
or one at all. Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. These statements speak only as of the date of this News
Release. Actual results could differ materially from those currently
anticipated due to a number of factors and risks including various risk
factors discussed in PanGenomic Health's disclosure documents which can be
found under PanGenomic Health's profile on www.sedar.com.

 

 



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