TSX Venture Exchange
Trading Symbol: EYC
TORONTO, Oct. 19, 2015 /CNW/ - Eyecarrot Innovations Corp
(TSX-V: EYC) is pleased to announce that it has entered into a
Letter of Intent to acquire the Guelph Vision Therapy Center (GVTC)
from the Patrick Quaid Family Trust (the "Trust"). GVTC is the
first clinic in Canada to
integrate Occupational Therapy, Psychology, Speech and Language
Pathology and Vision Therapy in a collaborative care effort.
Together with GVTC, Eyecarrot is well positioned to improve the
integration of vision care through a growing network of
practitioners, thought leaders and community partners while
leveraging innovative, cloud-based technologies. This strategic
relationship brings together two companies with complementary
strengths and cultures to achieve the ultimate goal of enabling the
engineering of vision science through big data and innovation while
growing revenues.
The addition of GVTC has the potential to expand Eyecarrot's
network and allow access to the intellectual property associated
with clinical operations and management. GVTC provides a base for
both research and clinical data collection for normative and
oculomotor dysfunction populations within a "Gold Standard" Vision
Performance centre. Eyecarrot intends to use this solid clinical
and research based operation as its primary Beta testing site and
operating model for additional centres of excellence in
Ontario, with potential partners
in New Jersey and California. Eyecarrot will create a new
subsidiary to incorporate the addition of GVTC with Dr.
Patrick Quaid continuing as Chief
Scientific Officer (Binocular Vision) for Eyecarrot while
continuing to operate GVTC with Eyecarrot management support.
Together, Eyecarrot and GVTC will explore innovative and new market
offerings in the clinic and its local surroundings that have the
potential to generate strong returns on investment and offer
long-term benefits for patients, customers and communities.
"Combining bricks and mortar to our strategy will allow us
un-impeded access for real world product testing and development.
It will provide an opportunity to create centres of excellence,
allowing customers, consumers and patients access to our vision
science initiatives as well as an ability to showcase newer high
performance vision initiatives to patients and athletes, young and
old," Commented Dr. Brent Norton MD,
President and CEO of Eyecarrot, "Further, it affords us an
opportunity to grow our revenues through both clicks and
bricks".
"We are very excited to merge with Eyecarrot with the main goal
of expanding collection and analysis of ocular data as it relates
to both eye teaming and overall visual processing skills. Joining
Eyecarrot will allow us to reach a much larger target audience who
are often in desperate need of care. Eyecarrot and the Binovi
product suite will allow us to develop and deliver very effective
baselining and detection strategies in both school children and
athletes. We are looking forward to the challenge of replicating
the level of care that we provide at GVTC beyond our Guelph clinic through the development of
innovative and disruptive technologies." commented Dr. Patrick Quaid, OD, FCOVD, PhD, Owner and CEO of
GVTC.
The Agreement dated October 16th,
is binding on GVTC as to exclusivity and non-solicitation and
remains subject to completion of final due diligence by Eyecarrot.
Eyecarrot has paid a deposit of $250,000 to the Trust, of which 50% is refundable
should Eyecarrot determine not to proceed. The aggregate purchase
price of $2.5 million will consist of
$1.875 million in cash and
$625,000 paid through the issuance of
common shares of Eyecarrot, as well as an instalment determined as
the average EBITDA of the first 2 years post transaction, all
payable over approximately 30 months. The transaction is subject to
customary closing conditions, including necessary due diligence,
regulatory clearance and is expected to close in February 2016 following execution of a definitive
share purchase agreement.
As Dr. Quaid is the Chief Scientific Officer (Binocular Vision)
for Eyecarrot and, together with his immediate family, the
controlling holder of the Trust, the acquisition of GVTC
constitutes a 'related party transaction' under Multilateral
Instrument 61-101 Protection of Minority Security Holders in
Special Transactions ("MI 61-101") and TSX Venture Exchange
Policy 5.9. Eyecarrot anticipates that it will rely on
exemptions from the formal valuation and minority shareholder
approval requirements of those policies (sections 5.5(a) and
5.7(a)) of MI 61-101 on the basis of the fair market value of the
transaction not exceeding 25% of Eyecarrot's market capitalization
at the time the letter of intent was entered into.
About Eyecarrot
Eyecarrot is building the BinoviTMCloud, a universal
system for testing and measuring a human's Oculomotor Sensory
System and vision performance centres of excellence.
About Guelph Vision Therapy Center
GVTC (www.gvtc.ca) was the first clinic in Canada to integrate Occupational Therapy,
Psychology, Speech and Language Pathology and Vision Therapy in a
collaborative care effort to serve patients with a wide variety of
problems that adversely affect their quality of life. They provide
vision therapy for patients with eye teaming issues and aim to
improve lives through better coordination of eyes, brain and
body.
On behalf of the Board of Directors
Brent Norton
President & CEO
Telephone: 1.855.416.7158 - 416.943.6271
Forward looking information
Certain statements contained in this news release constitute
"forward-looking information" as such term is used in applicable
Canadian securities laws. Forward-looking information is based on
plans, expectations and estimates of management at the date the
information is provided and is subject to certain factors and
assumptions, including, that the Company's financial condition and
development plans do not change as a result of unforeseen events
and that the Company obtains regulatory approval. Forward-looking
information is subject to a variety of risks and uncertainties and
other factors that could cause plans, estimates and actual results
to vary materially from those projected in such forward-looking
information. Factors that could cause the forward-looking
information in this news release to change or to be inaccurate
include, but are not limited to, the risk that any of the
assumptions referred to prove not to be valid or reliable, that
occurrences such as those referred to above are realized and result
in delays, or cessation in planned work, that the Company's
financial condition and development plans change, and delays in
regulatory approval, as well as the other risks and uncertainties
applicable to the Company as set forth in the Company's continuous
disclosure filings filed under the Company's profile at
www.sedar.com. The Company undertakes no obligation to update these
forward-looking statements, other than as required by applicable
law.
Neither 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.
SOURCE Eyecarrot Innovations Corp.
