Cloud DX Announces Closing of Brokered Private Placement

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WATERLOO, ON / ACCESSWIRE / October 1, 2021 / Cloud DX Inc. ("Cloud" or the "Corporation") (TSXV:CDX) (OTCQB:CDXFF), a leading North American provider of virtual care and Remote Patient Monitoring (RPM) solutions, is pleased to announce that it has closed the previously announced brokered private placement (the "Private Placement") led by Echelon Wealth Partners Inc. (the "Agent"), as sole agent. Upon closing of the Private Placement, the Corporation issued 2,192 units (the "Units") of the Corporation at a price of $1,000 per Unit, for gross proceeds of $2,192,000 (the "Offering"). Each Unit is comprised of (i) a C$1,000 principal amount unsecured convertible debenture (each, a "Debenture") and (ii) 1,430 common share purchase warrants of the Corporation (each, a "Warrant"). The Debentures will mature on the date that is 36 months from the date of closing of the Private Placement (the "Maturity Date") and shall bear interest at a simple rate of 10% per annum. The principal amount of the Debentures may be converted at the election of the holder thereof into common shares in the capital of the Company ("Common Shares") at a conversion price of C$0.35 per Common Share (the "Conversion Price") at any time prior to the Maturity Date. Each Warrant entitles the holder thereof to acquire one common share of the Corporation (each, a "Common Share") at a price of C$0.50 per Common Share for a period of 24 months from the date of closing of the Private Placement.

As consideration for services rendered in connection with the Offering, the Corporation: (i) paid to the Agent a cash commission in the amount equal to 8% (3.0% from the sale of Units to subscribers identified on the Corporation's president's list) of the gross proceeds of the Offering;and (ii) issued to the Agent such number of non-transferable common share purchase warrants (the "Agent's Warrants") as is equal to 8% of the gross proceeds raised from the Offering (reduced to 3% from the sale of Units to subscribers identified on the Corporation's president's list) divided by the Conversion Price. Each Agent's Warrant entitles the holder thereof to acquire one Common Share at an exercise price of $0.35 per Common Share for a period of 24 months from the date of closing of the Private Placement.