Carson City, Nevada--(Newsfile Corp. - August 31, 2017) - Cell MedX Corp. (OTCQB: CMXC), ("Cell MedX" or the "Company"), an early development stage bio-tech company focusing on the discovery, development and commercialization of therapeutic and non-therapeutic products that promote general wellness, is excited to provide its shareholders with the corporate update on its current operations.
The Company's board of directors has approved a private placement offering of up to 8,000,000 units of the Company's common stock at a price of USD$0.25 per unit (the "Unit") for gross proceeds of up to USD$2,000,000 (the "Offering"). Each Unit sold under the Offering will consist of one common share of the Company and one share purchase warrant entitling the holder to purchase one additional common share for a period of three years after closing at an exercise price of $0.50 per share if exercised during the first year, $1.00 per share if exercised during the second year, and $1.50 per share if exercised during the third year.
The Offering will be made to persons who are not residents of the United States and are otherwise not "U.S. Persons" as that term is defined in Rule 902(k) of Regulation S of the U.S. Securities Act of 1933 (the "U.S. Securities Act"), and to "accredited investors" as that term is defined under National Instrument 45-106 — Prospectus and Registration Exemptions.
The Company plans to use the proceeds of the Offering to continue its series of clinical trials and to start large-scale manufacturing of its eBalance Pro devices.
The above does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States. The securities have not been registered under the U.S. Securities Act and may not be offered or sold within the United States or to U.S. persons unless an exemption from such registration is available.
Proposed Debt Settlement
The Company is currently negotiating with its debt holders to convert up to $784,059 owed by the Company pursuant to its notes payable and for services owed into the shares of common stock of the Company at $0.25 per share. As part of the debt settlement Frank McEnulty, the Company's director, CEO and President, has agreed to convert $120,254 in fees owed to him. Should the entire debt be converted as proposed, the Company will have issued 3,136,236 shares of its common stock.
Grant of Stock Options
On August 24, 2017, the board of directors of the Company granted options to purchase up to 2,050,000 common shares of the Company to its CFO and consultants. The options vested immediately and may be exercised at a price of $0.35 per share for a period of five years expiring on August 24, 2022.
Acquisition of Additional Technology
In August of 2017 the Company entered into negotiations with Brek Technologies Inc. (the "Developer"), a privately held company, to acquire a microcurrent technology, which compliments the microcurrent technology developed by the Company for its eBalance Pro devices.
About Cell MedX Corp.
Cell MedX Corp. is an early development stage bio-tech company focused on the discovery, development and commercialization of therapeutic and non-therapeutic products that promote general wellness and alleviate complications associated with medical conditions including, but not limited to, diabetes, Parkinson's disease, high blood pressure. For more information about the Company and its technology please visit our website at: www.cellmedx.com.
On behalf of the Board of Directors of Cell MedX Corp.
Chief Executive Officer and President
Forward Looking Statements
The information included in this press release has not been reviewed by the FDA, nor has it been peer reviewed. This press release contains forward-looking statements. Forward-looking statements are subject to risks, uncertainties and assumptions and are identified by words such as "expects", "intends", "estimates", "projects", "anticipates", "believes", "could", and other similar words. All statements addressing product performance, events, or developments that the Company expects or anticipates will occur in the future are forward-looking statements. Because the statements are forward-looking, they should be evaluated in light of important risk factors and uncertainties, some of which are described in the Company's Quarterly, Annual and Current Reports filed with the United States Securities and Exchange Commission (the "SEC"). Should one or more of these risks or uncertainties materialize, or should any of the Company's underlying assumptions prove incorrect, actual results may vary materially from those currently anticipated. In addition, undue reliance should not be placed on Company's forward-looking statements. In particular, the Company's eBalance technology is still in development. Except as required by law, Cell MedX Corp. disclaims any obligation to update or publicly announce any revisions to any of the forward-looking statements contained in this press release. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. No stock exchange, securities commission or other regulatory body has reviewed nor accepts responsibility for the adequacy or accuracy of this release. Investors are advised to carefully review the reports and documents that Cell MedX Corp. files from time to time with the SEC, including its Annual, Quarterly and Current Reports.
Cell MedX Corp.
For further information visit: www.cellmedx.com.
Or phone: 1-844-238-2692