Highmark Announces Intention To Amend Warrant Terms

TORONTO, ON / ACCESSWIRE / May 3, 2022 / Highmark Interactive Inc. (TSXV:HMRK) (“Highmark” or the “Corporation”), a global leader in digital health technologies, intends to amend the term to expiry of certain outstanding warrants to purchase common shares of the Corporation.

The warrants were initially issued as warrants to purchase shares of Highmark Innovations Inc. (“Innovations”) as an incentive to certain individual lenders to lend funds to Innovations to complete acquisitions and for working capital (such funds, the “Bridge Loan”) in connection with the Corporation’s qualifying transaction with Innovations (the “QT”). On completion of the QT in November 2021, the warrants to purchase common shares of Innovations were exchanged for 1,060,987 warrants to purchase common shares in the capital of the Corporation on substantially equivalent economic terms, after accounting for the exchange ratio in the QT. On the date the warrants were issued, the term to maturity of the Bridge Loan was less than one year, and therefore the term of the warrants was initially limited under TSX Venture policies to not longer than one year. The warrants are currently due to expire on May 11, 2022.

During the course of completion of the QT, the term to maturity of the Bridge Loan was extended to May 11, 2023, being the date that is two years from the date the funds were advanced, but the term to expiry of the warrants was not concurrently extended. The Corporation intends to amend the expiry date of the warrants to May 11, 2023, being the amended maturity date of the Bridge Loan, provided that if the principal amount of the Bridge Loan is reduced or repaid during the first year of its term (i.e., before May 11, 2022), a pro rata number of the warrants will have their term reduced to the later of May 11, 2022 (i.e., one year from the date of issuance) and 30 days from the reduction or repayment of the loan. The warrants are exercisable at a price of $0.54 per share. The price of the warrants is not being amended. The amendment of the expiry date is subject to TSXV acceptance. The Corporation has applied to TSXV for approval of the amendments.

For additional information with respect to the QT, the Bridge Loan, and the warrants, see the Corporation’s filing statement dated November 4, 2021, filed on the Corporation’s profile on SEDAR at www.sedar.com.

About Highmark Interactive

Highmark Interactive was created to change the paradigm of testing and management for brain and mental health. Highmark’s approach is focused on providing real-time data to health providers to support proactive, preventative interventions and targeted care planning to improve health outcomes.

In addition to a growing network of virtual, in-person and hybrid clinics, Highmark Interactive offers the world’s first gamified, FDA cleared patient-led assessments as well as digital clinician-led assessments of neurofunction and balance. Together, the technology is used in >300 clinics globally. By unlocking insights, Highmark’s platform enables precision medicine and creates a more contemporary model for delivering better outcomes in medical, mental health and rehabilitation services.

Learn more: https://www.highmark.tech/

For further information:

Highmark Interactive Inc.
Investor Relations
ir@highmark.tech

Don Harkness, Chief Financial Officer
855-969-5079

NEITHER THE 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 news release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

Cautionary Note Regarding Forward-Looking Information

This News Release contains forward-looking statements that relate to the current expectations and views of future events of the Corporation.

In some cases, but not necessarily in all cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, “is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be achieved”. In addition, any statements that refer to expectations, predictions, indications, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events.

Forward-looking statements in this news release include, among other things, statements with respect to the amendment of the expiry date of certain outstanding warrants of the Corporation. These statements and other forward-looking information are based on opinions, assumptions and estimates made by the Corporation in light of its experience and perception of historical trends, current conditions and expected future developments, as well as other factors that Highmark believes are appropriate and reasonable in the circumstances, as of the date of this news release.

There can be no assurance that such estimates and assumptions will prove to be correct. In addition, if any of the assumptions or estimates made by management prove to be incorrect, actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking information contained herein. Accordingly, prospective investors are cautioned not to place undue reliance on such information. Although the Corporation believes the assumptions underlying the statements related to the Corporation are reasonable, they may prove to be incorrect. Given these risks, uncertainties and assumptions, and the risks identified in the filing statement, investors should not place undue reliance on these forward-looking statements.

SOURCE: Highmark Interactive Inc.

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