CALGARY, AB, Jan. 27, 2021 /CNW/ - Labrador Technologies
Inc. (TSXV: LTX) is pleased to announce that the TSX Venture
Exchange ("TSXV") has conditionally approved the previously
announced reverse take-over transaction (the "RTO") pursuant to the
exclusive software license purchase agreement (the "Agreement")
with Claritas HealthTech Pte. Ltd. ("Claritas"). The technology,
known as iRAD (the "License Software" or "iRAD"), was developed and
is owned exclusively by Claritas. The Agreement gives Labrador exclusive usage and marketing rights
to the License Software for the territory of North America (the "Proposed Transaction").
The Agreement will enable customers who use iRAD to access its
medical image enhancement capabilities on a pay for service
basis.
Upon the anticipated closing of the Proposed Transaction, it is
expected that Labrador will
continue to be a Technology Issuer on the TSXV and will be renamed
to Claritas HealthTech Inc. Any financial information related to
iRAD and Claritas, as appropriate, will be included in the RTO
disclosure documentation.
Claritas is a private company incorporated in the Republic of
Singapore. All the shares issued
pursuant to the Proposed Transaction are subject to TSXV Tier 2
value security escrow conditions entailing the release of the
shares from escrow over 36 months. Final acceptance by the TSXV is
subject to a number of conditions including confirmation that the
proposed private placement has been completed for gross proceeds of
at least $2,500,000, as well as all regulatory approval, as
applicable.
Trading Halt
Trading in the Labrador common
shares has been halted and may remain halted pending TSXV final
acceptance including, but not limited to, the approval of the
appointment of new board of directors of Labrador to be effective upon completion of
the Proposed Transaction and approval to change the name and
trading symbol of Labrador upon
completion of the Proposed Transaction. There can be no assurance
that trading in the Labrador
common shares will resume prior to the completion of the Proposed
Transaction.
About Claritas
Claritas is incorporated and headquartered in Singapore. Claritas conducts research and
development in the fields of image enhancement, machine vision and
artificial intelligence ("AI") with a focus on medical image
processing and AI assisted interpretation. The iRAD software
technology has been developed by a team of leading mathematicians
and medical scientists over a period of five years. Claritas plans
to transform the diagnostics industry with powerful and effective
software products created using image enhancement and AI technology
enabling doctors and physicians to make accurate diagnosis and
improve patient lives.
About Labrador
Labrador is incorporated under
the Business Corporations Act (Alberta), is a reporting issuer in
Alberta and British Columbia and its common shares are
listed and posted for trading on TSXV and was formerly engaged in
the business of development and marketing of data retrieval
technology with its registered and head office in Calgary, Alberta.
Cautionary Statements
Investors are cautioned that, except as disclosed in the
filing statement to be prepared in connection with the Proposed
Transaction, any information released or received with respect to
the Proposed Transaction may not be accurate or complete and should
not be relied upon. Trading in the securities of Labrador should be considered highly
speculative. This press release does not constitute an offer of the
securities of the Company for sale in the
United States. The securities of the Company have not
been registered under the United States Securities Act of 1933,
(the "1933 Act") as amended, and may not be offered or sold within
the United States absent
registration or an exemption from registration under the 1933 Act.
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 state in which such offer, solicitation or sale
would be unlawful.
Forward-Looking Statements
This news release contains "forward-looking information" and
"forward-looking statements" (collectively, "forward-looking
statements") within the meaning of the applicable Canadian
securities legislation. All statements, other than statements of
historical fact, are forward-looking statements and are based on
expectations, estimates and projections as at the date of this news
release. Any statement that involves discussions with respect to
predictions, expectations, beliefs, plans, projections, objectives,
assumptions, future events or performance (often but not always
using phrases such as "expects", or "does not expect", "is
expected", "anticipates" or "does not anticipate", "plans",
"budget", "scheduled", "forecasts", "estimates", "believes" or
"intends" or variations of such words and phrases or stating that
certain actions, events or results "may" or "could", "would",
"might" or "will" be taken to occur or be achieved) are not
statements of historical fact and may be forward-looking
statements. In this news release, forward-looking statements
relate, among other things, to: the terms of the Proposed
Transaction, conditions and closing of the Proposed Transaction,
the capitalization of the resulting issue of the Proposed
Transaction and the quality of results, usability and general
future success of iRAD. Forward-looking statements are
necessarily based upon a number of estimates and assumptions that,
while considered reasonable, are subject to known and unknown
risks, uncertainties, and other factors which may cause the actual
results and future events to differ materially from those expressed
or implied by such forward-looking statements. Such factors
include, but are not limited to: general business, economic,
competitive, political and social uncertainties; and the delay or
failure to receive board, shareholder, court or regulatory
approvals, as required. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
the forward-looking statements and information contained in this
news release. Except as required by law, Labrador assumes no obligation to update the
forward-looking statements of beliefs, opinions, projections, or
other factors, should they change, except as required by
law.
SOURCE Labrador Technologies Inc.
