|IMAGING DYNAMICS COMPANY ANNOUNCES EQUITY FINANCING|
IMAGING DYNAMICS COMPANY ANNOUNCES EQUITY FINANCING
Calgary, Alberta, January 26, 2015 - Imaging Dynamics Company, Ltd. ("IDC" or the "Company") (TSX Venture: IDL-X) today announced a non-brokered private placement equity financing of up to 100,000,000 Common Shares in the capital of the Company at a price of $0.02 per Common Share for gross proceeds of up to $2,000,000 (the "Offering"). Each Common Share subscribed for will be entitled to a one-half (1/2) Share Purchase Warrant at a price of $0.05 per share for a period of 2 years.
The Offering will coincide with the sale by Fan Hong of 85,650,000 common shares of Kangda International Medical Canada Company Ltd. ("Kangda Canada"), to Charmaine Cheung, a Canadian citizen, at the same price as the private placement. Kangda Canada is a privately held Canadian company which currently owns and controls 51.47 percent of the 194,288,356 issued and outstanding common shares of IDC. As a result of this purchase and sale transaction, Charmaine Cheung will control Kangda Canada, the majority shareholder of IDC, and will effect a "change in control" of Imaging Dynamics Company, Ltd.
The Offering will be conducted by the Company utilizing the "existing shareholder exemption" contained in Multilateral CSA Notice 45-313 – Prospectus Exemption for Distributions to Existing Security Holders as applicable, as well as exemptions under the "accredited investor" exemptions of National Instrument 45-106 - Prospectus and Registration Exemptions (NI 45-106) under securities laws, and also other applicable exemptions available to the Company. The Offering is being made available pursuant to the grant of a "discretionary waiver" of the TSX Venture Exchange's minimum $0.05 pricing requirement and is subject of final acceptance by the TSXV.
IDC will make the Offering available to all shareholders of the Company as at the date hereof (the "Record Date") who are eligible to participate under the existing shareholder exemption and who will have notified the Company by no later than February 9, 2015 of their intention to participate in the Offering. Orders will be processed by the Company on a first come, first served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Offering is over subscribed. Any person who becomes a shareholder of IDC after the Record Date shall not be entitled to participate in the Offering under the existing shareholder exemption.
IDC intends to use the proceeds of the Offering primarily to maintain and preserve the Company's
existing operations, activities and assets, substantially as set out below.
Proposed Use of Proceeds Amount
Operating expenses for the next 6 months $ 960,000
Payment of outstanding accounts payable $ 890,000
Interest payments on long-term debt $ 120,000
Offering costs and filing fees $ 30,000
Total Proposed Use of Proceeds $ 2,000,000
There will be no payments intended to be made to any related parties from these proceeds. Although IDC intends to use the proceeds of the Offering as described above, the actual allocation of net proceeds may vary from the uses set forth above, depending on future operations or unforeseen events or opportunities.
The Offering is expected to close on or around February 23, 2015. The Common Shares issued in connection with the private placement will be subject to a four month and one day hold period from the date of issuance in accordance with applicable securities laws.
The Offering remains subject to certain conditions including, but not limited to, the approval of the TSX Venture Exchange. The Offering has received approval from the Board of Directors of the Company.
About Imaging Dynamics Company (IDC):
IDC is a global medical imaging technology provider and innovative force in the high growth field of digital radiography (DR) technology.
The Company has over 4,000 installations in 50 countries of its proprietary, award winning direct capture DR technology, which replaces conventional film-based diagnostic imaging and provides a cost-effective solution for medical facilities of all sizes to provide high quality diagnostic X-ray images and improve the level of healthcare for their patients.
Throughout its history, IDC has been recognized by multiple industry organizations and research analysts such as: Frost & Sullivan and Deloitte Technology; for its dedication to innovation, global market growth, and customer focused value proposition.
The Company has its corporate office in Calgary, Alberta, Canada, and also has a representative office in Beijing, China.
Visit the IDC web site: www.imagingdynamics.com
For more information, please contact:
Imaging Dynamics Company Ltd.
1.866.975.6737 Toll Free
Statements in this release which describe IDC's intentions, expectations or predictions, or which relate to matters that are not historical
facts are forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties which may
cause the actual results, performances or achievements of IDC to be materially different from any future results, performances or
achievements expressed in or implied by such forward-looking statements. IDC may update or revise any forward-looking statements,
whether as a result of new information, future events or changing market and business conditions. Known and unknown risks and
uncertainties include: IDC's ability to manufacture its products with a sufficient level of quality and in volumes which satisfy market demand;
the ability of IDC to establish direct and indirect sales channels; the ability of IDC to establish industry partnerships; IDC's ability to attract
and retain key personnel; the strength and breadth of IDC's patents; and other factors relating to general economic conditions, specific industry conditions and IDC's particular situation.
Neither TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.