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Health Logic Interactive Inc (2)
Symbol	CHIP
Shares Issued	6,724,205
Close 2024-02-02	C$ 0.04
Market Cap	C$ 268,968
Recent Sedar+ Documents

Health Logic arranges $400,000 private placement

2024-02-02 16:24 ET - News Release

Subject: FW: News Release for Dissemination Word Document File: '\\swfile\EmailIn\20240202 130927 Attachment Health Logic NR - Announcement of $400k Financing (Feb 2024).docx' Health Logic Interactive Announces a Non-Brokered Private Placement for up to $400,000. CALGARY, AB, February 2, 2024 - Health Logic Interactive Inc. ("Health Logic" or the "Company") (TSXV: CHIP.H) (OTCPK: CHYPF), a Company in the search of licensing and acquisition opportunities, is pleased to announce that it intends to offer for sale, on a non-brokered private placement basis, securities of the Company (the "Offering") consisting of shares of the Company at a price of $.04 per share for aggregate gross proceeds of up to $400,000 ("Maximum Proceeds"). The Offering is subject to the receipt of all necessary approvals, including the approval of the TSX Venture Exchange (the "TSXV"), as well as the satisfaction of other customary closing conditions. Assuming the Maximum Proceeds are raised, the Company will issue 10,000,000 Shares. In connection with the Offering, the Company may pay finder's fees equal to 8% of the gross proceeds in cash and issue 8% non-transferable warrants (the "Finder Warrants") to various registered dealers or finder's, representing up to 8% of the shares sold through such registered dealers or finders in the Offering. Each Finder Warrant will entitle the holder thereof to purchase one (1) Health Logic Share at a price of $0.05 per share for a period of thirty-six (36) months from the closing date of the offering. The proceeds derived from the sale of the shares will be for the balance sheet cleanup and to provide enough working capital for potential acquisition and listing costs. Assuming aggregate gross proceeds are raised, approximately 60% will be used for the balance sheet cleanup including paying down legacy liabilities, converting debt, costs relating to the Health Logic equity transactions, and to host an AGM before June 30, 2024, while the remaining ~40% will be used for legal, exchange, and all fees relating to the closing of a potential acquisition. A portion of the Offering may be allocated to investors relying on the "accredited investor" or other exemptions available to Health Logic under National Instrument 45-106 - Prospectus Exemptions. No insiders of Health Logic will be participating in the Offering, as following the closing of the Offering the insiders of the Company may be converting debt through a Shares for Debt transaction. All of the securities issuable in connection with the Offering will be subject to a hold period expiring four months and one day after the date of issuance of the securities. The securities offered have not been 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 registration requirements. This release does not constitute an offer for sale of securities in the United States. It is anticipated that the first closing of the Offering will occur on or about February 21, 2024, with a final closing no later than February 29, 2024. Health Logic will update shareholders when the Offering has been completed and TSXV final approval has been received. About Health Logic Interactive Inc. Health Logic Interactive is a public entity on the NEX board of the TSX-V and intends to pursue its search for new assets to develop. Further information regarding Health Logic Interactive Inc. and its disclosure documents are available on SEDAR at www.sedar.com. Disclaimer and Cautionary Notes Certain statements contained in this press release constitute "forward-looking statements". All statements other than statements of historical fact contained in this press release, are forward-looking statements including statements related to the Company's expectation to complete a non-brokered private placement and shares for debt transaction as well as the Company's intention to search for new assets to develop. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict. For example, there is no guarantee that the Company will be able to complete the expected private placement and shares for debt transaction, or that adequate funds will be raised to pursue the Company's objectives. Therefore, actual results may differ materially from what is expressed, implied or forecasted in such forward-looking statements. These forward-looking statements are made as of the date of this press release and the Company assumes no obligation to update or revise them to reflect subsequent information, events or circumstances or otherwise, except as required by law. SOURCE Health Logic Interactive Inc. Harrison Ross, CEO, (1-778)-870-5051, harrison@healthlogicinteractive.com Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.