MedBright AI Announces Closing of Investment in Limmi Healthcare AI Platform

VANCOUVER, British Columbia, Dec. 28, 2023 (GLOBE NEWSWIRE) -- MedBright AI Investments Inc. (the “Company” or “MedBright”) (CSE:MBAI, OTCQB:MBAIF, FSE:1V7) today announced that further to its press releases dated September 8, 2023 and October 17, 2023, Vinergy Acquisition Corp., a wholly owned US subsidiary of MedBright (“MB Acquisition Co.”), has issued 350 common shares of MB Acquisition Co. (the “MBAC Shares”) to Mentorhead Incorporated, a Delaware corporation, dba Limmi (“Limmi”)‎ pursuant to the intellectual property license and option agreement dated October 16, 2023, as amended and restated December 20, 2023 (the “IP License and Option Agreement”). Pursuant to the IP License and Option Agreement, Limmi granted to Vinergy Licensing Corp., a wholly owned US subsidiary of MedBright (the “MB Licensing Co.”), certain rights to the Limmi’s Artificial Intelligence FDA & HIPAA Platform (the “Limmi AI Platform") in exchange for the MBAC Shares, such MBAC Shares subject to the exchange rights as described below.

Each MBAC Share is exchangeable, at the election of Limmi, to acquire MedBright Class A Shares (as defined below) on a one (1) MBAC Share for one-hundred thousand (100,000) MedBright Class A Share basis, subject to the following conditions:

(a)	up to 100 MBAC Shares shall be exchangeable into MedBright Class A Shares upon the Company raising aggregate net proceeds of C$2,800,000 (inclusive of C$1,107,000 raised by the Company on October 3, 2023) on a prorated basis, such that Limmi may exchange a prorated amount of MBAC Shares into MedBright Class A Shares if less than C$2,800,000 in net proceeds is raised. Notwithstanding this condition, if the gross profits condition described under (b) below is met, all 100 MBAC Shares shall be exchangeable into MedBright Class A Shares; and
(b)	50 MBAC Shares shall be exchangeable into MedBright Class A Shares in the event the Company achieves gross profits of at least C$1,250,000 in any fiscal quarter.

Lastly, in the event that MB Licensing Co. exercises the Option (as defined below), the final 200 MBAC Shares shall become exchangeable into MedBright Class A Shares.