|By Marketwired .||
|February 28, 2014 06:40 PM EST||
GRAND RAPIDS, MICHIGAN -- (Marketwired) -- 02/28/14 -- Agility Health, Inc. (TSX VENTURE: AHI) ("Agility Health" or the "Company"), a leading provider of physical rehabilitation and software services that benefit patients, healthcare providers and employers is pleased to announce that it has closed a first tranche of a non-brokered private placement offering (the "Private Placement") in the amount of 2,934,670 voting common shares ("Shares") at a price of $0.60 per Share, for gross proceeds of $1,760,802. It is anticipated that the Company will complete the remainder of the Private Placement in one or more tranches in the coming weeks.
In connection with the Private Placement, the Company will pay finder's fees equal to 7% of the gross proceeds of Shares purchased by investors procured through such finders (the "Finders' Investors") and will issue non-transferrable warrants to such finders equal to up to 10% of the Shares purchased by the Finders' Investors (the "Finders Warrants"). Each Finders Warrant will be exercisable by the holder to acquire one additional voting common share of the Company for a period of 2 years from issuance at an exercise price of $0.60 per share. In connection with the first tranche closing today, the Company paid a total of $123,256 in finder's fees and issued 293,467 Finders Warrants.
All transactions referred to in the release are subject to regulatory approval, including approval of the TSX Venture Exchange. For further details, please contact the Company. All securities issued in connection with the Private Placement will be subject to a hold period of four months from the date of closing.
The net proceeds from the Private Placement will be used for general corporate and working capital purposes.
The securities offered pursuant to the Private Placement have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or applicable state securities laws, and may be not be offered or sold in the United States absent registration or an exemption from such 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 jurisdiction in which such offer, solicitation or sale would be unlawful.
Separately, the Company announces the appointment of Mr. Jason P. Mahar as Corporate Secretary of the Company. Mr. Mahar is currently Corporate Counsel to the Company. Prior to joining the Company, Mr. Mahar was an Associate Attorney at Miller, Johnson, Snell & Cummiskey, PLC in Grand Rapids. Mr. Mahar holds a J.D. degree from Michigan State University College of Law and a bachelor's degree in business administration from the University of Michigan..
About Agility Health
Through its subsidiary and principal operating entity, Agility Health, LLC, Agility Health operates a multi-state network of outpatient rehabilitation clinics and provides contracted services to hospitals, nursing homes and other institutional clients, providing care and treatment for orthopedic-related disorders, sports-related injuries, preventative care, rehabilitation of injured workers, and a variety of other injuries and conditions. In addition, Agility Health provides a number of ancillary services related to physical rehabilitation, including practice management software systems and custom orthotics. Agility Health operates 74 outpatient or onsite rehabilitation locations in 17 states. Agility Health's contract therapy services business provides rehabilitative services to 41 hospitals and inpatient rehabilitation units, 36 nursing homes, long-term care facilities and other service locations in 9 states. For more information, please visit investors.agilityhealth.com.
Neither 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 release.
This release includes forward-looking statements regarding Agility Health and its business. Such statements are based on the current expectations and views of future events of Agility Health's management. In some cases the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release, including the completion of the remainder of the Private Placement, may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the company. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumptions and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Agility Health undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Agility Health, Inc.
Steven N. Davidson
Chief Executive Officer