Nova Leap Health Corp. Closes First Tranche of Non-Brokered Private Placement

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN

HALIFAX, Nova Scotia, Dec. 31, 2019 (GLOBE NEWSWIRE) -- NOVA LEAP HEALTH CORP. (TSXV: NLH) (“Nova Leap” or the “Company”), a 2019 TSX Venture 50 ranked company focused on the home health care industry, closed the first tranche of its non-brokered private placement, previously announced on December 5, 2019 and December 20, 2019 (the “Offering”), through the issuance of unsecured subordinated convertible debentures (the “Debentures”) for gross proceeds of $2,338,000. 

The Debentures will mature five (5) years after the issue date (the “Maturity Date”) and will accrue interest at the rate of 8.0% per annum, payable semi-annually. At the holders' option, the Debentures may be converted into common shares of Nova Leap at any time and from time to time, up to the Maturity Date, at a conversion price of CAD$0.52 per common share (the “Conversion Price”). At any time after the date that is one year following the issue date of the Debentures, the Company may force the conversion of the principal amount of the then outstanding Debentures at the Conversion Price on not less than 30 days' notice if the daily volume weighted average trading price of the common shares is greater than CAD$0.78 for any 20 consecutive trading days.

Certain insiders of the Company subscribed for an aggregate of $1,333,000 principal amount of Debentures. The Company’s material change report in relation to the insiders’ participation in the Offering will not have been filed at least 21 days before the closing of the Offering as their participation was not known at that time.   The Company paid a cash commission of $20,220 which was equal to 6.0% of the gross proceeds of the first tranche of the Offering raised through certain brokers.  The Debentures and any common shares issued thereunder are subject to a statutory hold period lasting four months and one day following the issue date of the Debentures. 

The Company expects to complete a second and final tranche of the Offering on or before January 20, 2019. The proceeds from the Offering will be used for the acquisition of home care services businesses and for working capital and general corporate purposes.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements.  This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.