Cloud DX Inc. Announces Increase in Offering Size for Non-Brokered Private Placement of Secured Convertible Debentures

Kitchener, Ontario–(Newsfile Corp. – November 22, 2022) – Cloud DX Inc. (TSXV: CDX) (OTCQB: CDXFF) (“Cloud DX” or the “corporation“), is pleased to announce that, due to strong investor demand, it has increased the size of its non-brokered private placement of covered convertible bonds (the “Convertible Bonds“) from $1,800,000 to $2,375,000 (the “offering“). The Offering will be for the issuance and sale of up to 2,375 Convertible Bonds, and each Convertible Bond will be issued at a price of US$1,000 per Convertible Bond.

The Convertible Bonds will mature on the date 18 months from the date of issue (the “Expiration date“) and will return interest at a simple rate of 18% per annum, payable on the conversion date or the maturity date, whichever is earlier. The principal amount of the obligation is convertible, at the option of the holders, into ordinary shares of the Corporation’s capital (“Common actions“) at a conversion price of $0.16 per common share (the “Conversion price“) at any time prior to the Maturity Date. The Bonds will be guaranteed against all personal property present and subsequent to the acquisition of the Corporation, in accordance with a general guarantee agreement.

The Corporation intends to use the net proceeds of the Offering for inventory and general working capital purposes. In connection with the Offering, the Corporation may pay finder’s fees in cash or securities or a combination of both, as permitted by the policies of the TSX Venture Exchange. Closing of the Offering is expected to occur on or about November 25, 2022.

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The Convertible Bonds and any security issued upon conversion will be subject to a statutory hold period of four months and one day from the date of issue of the Convertible Bonds. The Offer is subject to final approval by the TSX Venture Exchange.

The Convertible Notes will be offered and sold through a private placement in Canada pursuant to exemptions from the prospectus requirements under National Instrument 45-106 – Brochure Exemptionsand in certain other jurisdictions on a basis that does not require qualification or registration of the securities issued pursuant to the Offering.

About Cloud DX

Accelerating the future of virtual healthcare, Cloud DX is making healthcare better for everyone. Connected Health of the CorporationTM Healthcare companies and care teams across North America use the remote patient monitoring platform to virtually manage chronic conditions, enable aging in place and deliver hospital-quality post-surgical care at home. Providers who partner with Cloud DX achieve better healthcare and patient outcomes, reduce the need for hospitalization/re-hospitalization, and lower healthcare delivery costs through more efficient use of resources. Cloud DX is a co-winner of the Qualcomm Tricorder XPRIZE, a 2021 Edison Award winner, a Fast Company “World Changing Idea” finalist, and one of Canada’s “Top Ten Telehealth Providers.”

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For media inquiries please get in touch:

Janine Scott
Marketing Leader
[email protected]

For investor inquiries please get in touch:

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Jay Bedard
Cloud DX Investor Relations
[email protected]

Prospective information

This press release contains forward-looking statements and information within the meaning of applicable securities legislation. Often, but not always, forward-looking statements and information can be identified by the use of words such as “plans,” “expects” or “does not expect,” “expects,” “estimates,” “intends,” “anticipates” or “does not anticipate”, or “believes”, or variations of such words and phrases or states that certain actions, events or results “may”, “could”, “would”, “could” or “will”. take, produce or get. Forward-looking statements or information involve known and unknown risks, uncertainties and other factors that could cause the Corporation’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. or information contained in this press release. In particular, this press release includes certain forward-looking statements about the Offering, including the use of net proceeds, as well as management’s objectives, strategies, beliefs and intentions.

Risks, uncertainties and other factors related to forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. In making the forward-looking statements in this press release, the Corporation has applied various material assumptions, including, but not limited to, information regarding the receipt of approval from the TSX Venture Exchange, the use of proceeds and the Corporation’s marketing and research and development strategies and the expected benefits thereof.

Although the Corporation’s management has attempted to identify important factors that could cause actual results to differ materially from those contained in the forward-looking statements or forward-looking information, there may be other factors that cause results to differ from those anticipated, estimated or anticipated. . No assurance can be given that such statements are accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements and information.

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The Corporation’s securities have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “US Securities Act“) or any U.S. state securities laws and may not be offered or sold in the United States without registration or an available exemption from the registration requirements of the U.S. Securities Act and U.S. state securities laws This press release shall not constitute an offer to sell or the solicitation of an offer to buy, or for any sale of the securities referred to in this press release, in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Neither the TSX Venture Exchange nor its regulation service provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

SOURCE: Cloud DX Inc.


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