/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED
STATES/
VANCOUVER, BC, June 29, 2020
/CNW/ - H-Source Holdings Ltd. (TSX-V: HSI) (OTCQB: HSCHF)
(the "Company" or "H-Source") announces that the
first tranche of the non-brokered financing of unsecured
convertible debentures ("Debentures") in the principal
amount for the first tranche of US$736,680 (before original issuer discount equal
to 10% of the Principal Amount (the "OID")) matured on
June 10, 2020. The Debentures
bear interest at a rate of 12% per annum. The principal amount
and any accrued and unpaid interest on the Debentures are
convertible into common shares in the capital of the Company (the
"Shares"), at a conversion price of US$0.06 per Share. The total amount of
principal and interest on the first tranche of Debentures is
US$825,082 which is convertible into
13,751,360 common shares in the capital of the Company. All
securities issued in connection with the first tranche offering
will be subject to a statutory hold period expiring on October 11, 2020.
The Debentures issued under the Company's second tranche of the
non-brokered financing in the principal amount of US$1,695,394 (before OID), will mature on
July 23, 2020 and bear interest at a
rate of 12% per annum. The principal amount and any accrued and
unpaid interest on the second tranche of Debentures are convertible
into common shares in the capital of the Company, at a conversion
price of US$0.06 per Share. The
total amount of principal and interest on the second tranche of
Debentures at maturity is US$1,898,841 which is convertible into 31,647,350
common shares in the capital of the Company. All securities issued
in connection with the second tranche offering will be subject to a
statutory hold period expiring on November
24, 2020.
Subscriptions by two insiders of the Company accounted for
US$63,706 in principal amount (after
OID) of the aggregate of the two tranches of Debentures. Such
participation constituted a "related party transaction" within
Multilateral Instrument 61-101 – Protection of Minority Security
Holders in Special Transactions ("MI 61-101"). The
issuance to the insiders was exempt from the formal valuation and
minority shareholder approval requirements of MI 61-101 as the fair
market value of the Debentures issued and the Shares issuable upon
conversion of the Debentures to, or the consideration paid by such
persons, did not exceed 25% of the Company's market
capitalization.
About H-Source Holdings Ltd.
H-Source Holdings Ltd. is a proprietary, patented technology
company operating within the healthcare industry through its
wholly-owned subsidiary, H-Source, Inc. The Company has developed
an advanced technology solutions stack that provides participating
members a private, secure, Software As A Service
("SAAS") platform to engage in the buy, sell, track, and
transfer of medical supplies, pharmaceuticals, capital equipment,
and medical devices. Integrating advanced Artificial Intelligence
("AI") and Business Intelligence ("BI") enhance the data analytics
for supply chain optimization. The platform is FDA and DSCSA
compliant for pharmaceuticals and GS-1 UDI/GTIN for devices
including serialization, ownership, and custody in extended
modules. Blockchain is offered as an add-on, at an additional cost,
for robust security and traceability. Additionally, the H-Source
platform provides all the accounting and data allowing buyers and
sellers to capture product transactions and custody movements. This
platform is designed to increase and maximize supply chain
efficiency while reducing costs by moving products directly from
manufacturers, providers, and distributors to businesses or
consumers. For more information, please visit
http://h-source.com/.
On behalf of the board of directors of H-Source Holdings
Ltd.
"John
Kupice"
John Kupice
CEO and Director
CAUTIONARY DISCLAIMER STATEMENT:
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this
release.
Information set forth in this news release contains
forward-looking information and statements that are based on
assumptions as of the date of this news release. These statements
reflect management's current estimates, beliefs, intentions and
expectations. They are not guarantees of future performance. The
terms and phrases "goal", "commitment", "guidance", "expects",
"would", "will", "continuing", "drive", "believes", "indicate",
"look forward", "grow", "outlook", "forecasts", "intend", and
similar terms and phrases are intended to identify these
forward-looking statements, including but not limited to statements
regarding the Offering, receipt of all regulatory approvals related
to the Offering and the use of proceeds thereof. The Company
cautions that all forward looking information and statements are
inherently uncertain and that actual performance may be affected by
a number of material factors, many of which are beyond the
Company's control. Such factors include, among other things: risks
and uncertainties relating to the Company's ability to receive all
necessary regulatory approvals for the Offering. Accordingly,
actual and future events, conditions and results may differ
materially from the estimates, beliefs, intentions and expectations
expressed or implied in the forward looking information. Except as
required under applicable securities legislation, the Company
undertakes no obligation to publicly update or revise
forward-looking information.
This news release does not constitute an offer to sell or the
solicitation of any offer to buy, nor shall there be any sale of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful. The Debentures and the
Shares which may be issued on exercise thereof have not been and
will not be registered under the United States Securities Act of
1933, as amended (the "U.S. Securities Act") and may not be
offered or sold in the United
States absent registration or an applicable exemption from
the registration requirements of the U.S. Securities Act and
applicable state securities laws.
SOURCE H-Source Holdings Ltd.
