Ventripoint Diagnostics Provides Corporate Update
Toronto, Ontario, December 17, 2019 – Ventripoint Diagnostics Ltd. (“Ventripoint” or the “Company”, TSXV:VPT, OTCQB:VPTDF) announces that the Board of Directors of the Company had deemed the Company was no longer a going concern and elected to put the Company into receivership. Subsequently, Dr. Don Segal, David Willis, Dr. Alan Rabinowitz have resigned as Directors of the Company. Justin Leuschner has resigned as a Director and CEO of the Company. Ellen Briant has resigned as CFO. Desmond Hirson has resigned as the CTO and will be available to the Company as a consultant. The Company has given notice to its employees and has stopped operations until new funds are secured (see below).
A restructuring plan has been put together by Dr. George Adams, who will become the Executive-Chairman of the Company and will run the Company in the interim. Peter Weichler and Robert Hodgkinson have joined the Board of Directors as independent directors. The Company has initiated a search for a new CEO and CFO.
Robert Hodgkinson has over 40 years of experience in public and venture capital markets. He has raised $150 + of capital for numerous companies and is an experienced corporate director, senior executive and adviser. He has been instrumental in successful merger and acquisitions in oil and gas transactions totaling $500 mm+ and has acted as a principal and agent in corporate structuring/restructuring.
Peter Weichler is presently a partner in the firm Candela Capital based in Calgary. His background in finance includes commercial banking, stock brokerage, investor relations and investment banking with national Canadian firms. He is well versed in capital raising for emerging and entrepreneurial public companies.
The new Board of Directors is announcing it is ready now to complete the initial arrangements, as outlined below, with its partner in China Shanghai Yu Tian Medical Investment Co. Ltd. (“Yutian”) and expand the relationship as part of a restructuring of the Company.
Yutian will be part of a group of existing investors who will advance the Company $1,000,000 in the form of secured debentures. A formal announcement of this debenture financing will be forthcoming. In addition, a share swap between the companies, to align both company’s interests, will be completed in the next 90 days. The swap will be for $750,000 to $1,250,000 or 3,750,000 to 6,000,000 shares at a minimum price of $0.20 per share for the Ventripoint shares. The exact number of shares Ventripoint will receive in Yutian will depend on the valuation of Yutian as assessed by a reputable third-party licensed property assessment corporation. In addition, Yutian will nominate one Director for Ventripoint’s Board of Directors and Ventripoint will nominate one Director for Yutian.
Yutian will purchase VMS+3.0 machines for inventory and demonstration purposes in China and will immediately begin upgrading their registration with the Chinese FDA to include the VMS+3.0. The companies will also support each other in the research and development of advanced Artificial Intelligence (AI) tools for cardiac imaging for 2D and 3D echocardiology in collaboration with the new centre of excellence for AI in China, Hefei KBR Hi-tech Co. Ltd., located in Hefei, Anhui Province. While 3-D ultrasound is not routinely used in whole-heart cardiology at this time, it is anticipated that the image quality will improve over the next several years and so advanced analytics such as the VMS+3.0 will be needed. Given the enormous patient population in China, it will be important to have the analysis as close to a fully-automated system as possible and AI combined with Ventripoint’s KBR approach to AI has the potential to achieve full automation. The companies will also be working on developing a remote analysis solution that would enable remote scanning with a centralized analysis lab to alleviate the overcrowding and waiting in large regional hospitals in China.
“I would like to thank the Directors for their years of service to the Company, which has allowed us to create and now commercialize the VMS+3.0. Their ongoing affiliation with the Company will assure their expertise and advice are available to the Board and Management as it continues to improve the way heart diagnosis and monitoring are performed,” stated Dr. George Adams, Executive-Chairman.
The Company has halted operations while the restructuring and the debenture financing are completed and then will resume operations.
Questions should be directed to Peter Weichler at email@example.com.
About Hefei KBR Hi-tech Co. Ltd
Located in Institute of Advanced Technology (IAT), at the University of Science and Technology of China (USTC) in Hefei, the China partners have established a Centre of Excellence with a number of joint development labs in conjunction with USTC. The purpose of the Centre of Excellence is the practical application of Artificial Intelligence (AI) to the processing of advanced medical imaging. China is a world leading in AI technology and the team at USTC is on the cutting edge of that development. The labs encompass 2D and 3D ultrasound, Magnetic Resonance Imaging (MRI) and Computed Tomography (CT) sources, focusing on cardiac and neurological imaging.
About Ventripoint Diagnostics Ltd.
Ventripoint’s technology is a leading Artificial Intelligence (AI) approach known as Knowledge-Based Reconstruction (KBR), used to create applications to monitor heart disease, a leading cause of death worldwide. The VMS+ is the first cost-effective and accurate tool for measuring whole heart function using conventional ultrasound. The Company has developed a suite of applications for all major heart diseases and is actively commercializing the approach to improve cardiac care.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward Looking Statements:
This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words "expect", "anticipate", "continue", "estimate", "objective", "ongoing", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. The forward-looking statements and information are based on certain key expectations and assumptions made by the Corporation. Although the Corporation believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Corporation can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Other factors, which could materially affect such forward-looking information are described in the risk factors in the Corporation's most recent annual management’s discussion and analysis that is available on the Corporation’s profile on SEDAR at www.sedar.com. Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking statements included in this news release are expressly qualified by this cautionary statement. The forward-looking statements and information contained in this news release are made as of the date hereof and the Corporation undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.