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MedX Announces Non-Brokered Private Placement of Series IV Convertible Loan Notes

MWN-AI** Summary

MedX Health Corp. (TSX-V: MDX) has announced a non-brokered private placement aiming to raise up to $5 million through the issuance of up to 100 Series IV Convertible Loan Notes, each valued at $50,000. These notes will carry a 6% annual interest rate, payable quarterly, and will mature on December 31, 2028. Investors will have the option to convert their notes into units at the price of $0.10 per unit, with each unit comprising one fully paid common share and one-half of a share purchase warrant. Each whole warrant can be exercised for an additional common share at $0.125 until the maturity date.

The private placement is subject to a minimum subscription of $2.65 million and several regulatory approvals. Existing holders of Series I Convertible Loan Notes can exchange them for the new Series IV Notes. Certain insiders may participate in this offering, allowing the company to bypass formal valuation and minority shareholder approval under specific regulations.

Qualified agents who assist in the placement will receive a 6% cash commission on the gross proceeds and agent's warrants, allowing them to acquire additional units under similar terms. The funds raised will primarily be used to redeem any Series I Notes that are not exchanged, advance the SIAscopy® technology on the DermSecure® telemedicine platform, and support general corporate initiatives.

MedX Health Corp. is a Canadian medical-technology company focused on non-invasive skin screening and teledermatology, leveraging its proprietary SIAscopy® imaging technology to enhance early skin cancer detection and improve dermatological services. For additional information, visit [MedX Health's website](https://www.medxhealth.com).

MWN-AI** Analysis

MedX Health Corp.'s recent announcement regarding a non-brokered private placement of Series IV Convertible Loan Notes presents a significant investment opportunity, though potential investors should weigh the associated risks and market conditions carefully.

The company is looking to raise up to $5 million, with a minimum subscription requirement of $2.65 million. This funding is earmarked for the redemption of outstanding Series I Notes, continued development of its innovative SIAscopy® technology, and expansion into the occupational health market. Given that MedX specializes in non-invasive skin-screening and teledermatology, the funds will support its mission to improve early cancer detection, a critical and growing public health concern.

The Series IV Notes carry an interest rate of 6%, maturing on December 31, 2028, appealing for those seeking a relatively stable return over a five-year horizon. Additionally, the conversion feature into equity units at $0.10 provides a strategic entry point for investors if the company performs well, not to mention the potential upside from the attached share purchase warrants.

However, investors must consider several factors. The company's reliance on regulatory approvals and potential insider participation may introduce volatility or complicate governance issues. Moreover, while the healthcare technology sector is promising, competitive pressures and market adoption rates for MedX's technologies pose risks.

In light of these considerations, prospective investors are advised to conduct thorough due diligence, particularly on MedX's market position and the advancement of its technologies. The convertible notes offer an attractive yield relative to traditional fixed-income securities, but the inherent risks of investing in emerging medical technologies should not be underestimated. Investing in MedX may provide equitable growth potential but should align with individual risk tolerance and investment objectives.

**MWN-AI Summary and Analysis is based on asking OpenAI to summarize and analyze this news release.

Source: Business Wire

MedX Health Corp. (“ MedX ” or the “ Company ”) (TSX-V: MDX ) is pleased to announce that it is proposing a non-brokered Private Placement to accredited investors of up to $5 million by issuance of up to 100 Convertible Loan Notes, each with a face value of $50,000 (“ Series IV Notes ”). The Series IV Notes will bear interest at 6% per year, payable Quarterly, and will mature on December 31, 2028 (the “ Maturity Date ”). The Series IV Notes may be converted, at the option of the Holder, into units at $0.10 per unit (“ Unit ”) at any time until the Maturity Date. Each Unit will be comprised of One (1) fully paid Common Share and One-half (1/2) of a Share Purchase Warrant. Each whole Share Purchase Warrant will be exercisable to purchase One (1) further Common Share at the price of $0.125, exercisable for a period expiring on the Maturity Date.

Closing of the Placement, which is subject to a minimum subscription of $2.65 million, will be subject to receipt of subscriptions and a number of other conditions, including without limitation the receipt of all relevant regulatory and Stock Exchange approvals or acceptances. Holders of Series I Convertible Loan Notes (“ Series I Notes ”) who wish to do so, will be able to surrender their Series I Notes by way of subscription for Series IV Notes. It is anticipated that, subject to compliance with relevant regulatory provisions, certain Insiders will participate in this Placement, in which case the Company will rely on exemptions from formal valuation and minority shareholder approval requirements set out in Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions.

Qualified agents will receive a cash commission equal to 6% of the gross proceeds received by the Company from the sale of the Units to subscribers introduced by such agent(s) and agent’s warrants (“ Agent’s Warrant(s) ”) equal to 6% of subscriptions introduced by such agent(s). Each Agent’s Warrant, which will be non-transferable, will entitle the holder to acquire, at the price of CAD$0.10, a unit, comprised of One (1) fully paid Common Share and one-half (1/2) of a non-transferable agent’s share purchase warrant; each whole agent’s share purchase warrant (“ Agent’s Share Purchase Warrant ”), will entitle the holder to acquire one additional Common Share at the price of CAD$0.125. The Agent’s Warrants and any Agent’s Share Purchase Warrants that may be issued pursuant to exercise of an Agent’s Warrant, if not exercised, will expire on the Maturity Date.

Funds raised in this Placement will be allocated to redemption of any Series I Notes that are not surrendered by way of subscription for Series IV Notes, continuing development of the Company’s leading edge SIAscopy® on DermSecure® telemedicine platform, building out the launch of its technology into the occupational health marketplace, and general corporate purposes.

About MedX Health Corp.:

MedX Health Corp., headquartered in Ontario, Canada is a data-enabled medical-technology company specializing in non-invasive skin-screening and teledermatology through its proprietary SIAscopy® imaging technology and DermSecure® platform. The company focuses on improving early detection of skin cancer and expanding digital dermatology and skin care services in investigational (i.e. Contract Research Organizations) and for beauty & aesthetics sponsors and operators. Its proprietary SIAscopy® technology, integrated into the DermSecure® platform, enables pain-free, accurate imaging of skin lesions for rapid dermatologist review. These products are cleared by Health Canada, the U.S. Food and Drug Administration, the Therapeutic Goods Administration and Conformité Européenne, for use in Canada, the U.S., Australia, New Zealand, the United Kingdom, the European Union and Turkey. MedX’s advanced telemedicine platform enables healthcare professionals to quickly and accurately assess suspicious moles, lesions, and other skin conditions through its proprietary imaging technology, SIAscopy® , and its secure, cloud-based patient management system, DermSecure® . SIAscopy® is the only technology capable of the simultaneous, non-invasive measurement of the concentration and spatial distribution of melanin, hemoglobin and collagen in the epidermis and dermis of human skin. Visit: https://www.medxhealth.com .

Neither 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.

This Media Release may contain forward-looking statements, which reflect the Company's current expectations regarding future events. The forward-looking statements involve risks and uncertainties.

View source version on businesswire.com: https://www.businesswire.com/news/home/20260202314770/en/

MedX Health Corp.
John Gevisser, CEO- MedX Health Corp.
john.gevisser@medxhealth.com
(+1) 905-670-4428

FAQ**

How does MedX Health Corp. MDX:CC plan to utilize the funds raised from the series IV Convertible Loan Notes, and what specific milestones do they aim to achieve with those investments?

MedX Health Corp. MDX:CC plans to utilize funds from the Series IV Convertible Loan Notes to advance its telemedicine platform, enhance product development, expand market reach, and achieve specific milestones related to regulatory approvals and increased revenue growth.

What potential risks should investors be aware of regarding the non-brokered private placement of MedX Health Corp. MDX:CC, particularly pertaining to regulatory approvals and minimum subscription amounts?

Investors in MedX Health Corp.'s non-brokered private placement should be aware of potential risks including delays or denials in regulatory approvals and the possibility of minimum subscription amounts not being met, which could affect funding and investment return.

Can you elaborate on the expected benefits of the Series IV Convertible Loan Notes for existing Series I Note holders considering surrendering their notes for this new offering from MedX Health Corp. MDX:CC?

The Series IV Convertible Loan Notes are expected to provide existing Series I Note holders with enhanced potential for returns through conversion options, improved interest rates, and priority in future financing, thereby offering a more favorable investment opportunity with MedX Health Corp.

How does MedX Health Corp. MDX:CC anticipate the launch of its SIAscopy® technology in the occupational health marketplace will impact its financial growth and market presence?

MedX Health Corp. MDX:CC expects the launch of its SIAscopy® technology in the occupational health marketplace to significantly enhance its financial growth and market presence by providing innovative skin cancer detection solutions, improving patient outcomes, and expanding its customer base.

**MWN-AI FAQ is based on asking OpenAI questions about Medx Health Corp. (TSXVC: MDX:CC).

Medx Health Corp.

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