Light AI Inc. (“Light AI” or the “Company”) (CBOE CA: ALGO) (FSE: OHC) (OTCQB: OHCFF), a digital healthcare technology company focused on developing artificial intelligence (“AI”) health diagnostic solutions, is pleased to announce that it has completed its previously announced private placement of secured convertible debenture units of the Company (the “Units”) at $1,000 per Unit for aggregate gross proceeds of $5,000,000 (the “Financing”) pursuant to an investment agreement (the “Investment Agreement”) with MV Capital LP (the “Investor”).
Pursuant to the Investment Agreement, the Investor subscribed for and purchased from the Company 5,000 Units. Each Unit is comprised of (i) a 12.0% secured convertible debenture of the Company in the principal amount equal to $1,000 (each, a “Convertible Debenture”) with interest compounded quarterly and payable on the earlier of the Maturity Date (as defined hereafter), prepayment or upon conversion and maturing 24 months from the closing of the Financing (the “Maturity Date”), and (ii) 8,000 common share purchase warrants (each, a “Warrant”) exercisable for 36 months from the closing of the Financing (the “Closing Date”) to purchase one common share of the Company (each, a “Warrant Share”) at an exercise price of $0.25 per Warrant Share, subject to adjustment in certain events.
Each Convertible Debenture allows the Investor to convert the outstanding principal thereof into common shares of the Company (the “Debenture Shares”) at a price of $0.125 per Debenture Share (the “Conversion Price”) at the option of the Investor at any time prior to the earlier of (i) the Maturity Date; and (ii) the business day immediately preceding the date specified for prepayment of the Convertible Debenture, subject to acceleration in certain events. The Company may elect to pay any accrued and unpaid interest in either (i) cash, (ii) common shares of the Company (the “Common Shares”) at the Conversion Price, subject to the approval of Cboe Canada Inc. (the “Exchange”), or (iii) any combination of the foregoing. The Convertible Debentures will be secured by a security interest over all present and after-acquired property and assets of the Company.
The Investor has agreed not to convert any Convertible Debenture or exercise any Warrants if doing so would result in the Investor holding greater than 19.9% of the issued and outstanding Common Shares, without the Company obtaining the requisite approval of its shareholders and the Exchange.
The Convertible Debentures, the Warrants, the Conversion Shares and Warrant Shares are subject to a statutory hold period of four months and one day from the closing date in accordance with applicable Canadian securities laws.
The proceeds of the Financing will be used for general working capital purposes, and to support ISO 13485/QMS audit completion and Health Canada registration submission.
In connection with the Financing, the Company and the Investor have entered into an investor rights agreement (the “Investor Rights Agreement”), which includes the following key elements:
- The Investor will have the right to participate in future financings of the Company to maintain its pro rata percentage of Common Shares following the completion the Financing; and
- The Investor shall have the right to nominate one member to the board of directors of the Company.
The Investor Rights Agreement shall terminate on the earlier of: (i) the closing of any take-over bid of the Company, acquisition, arrangement, amalgamation, merger or other similar business combination transaction involving the Company; and (ii) the later of either of the following: (A) the date the Investor no longer maintains at least a 10% equity interest in the Company, and (B) the date on which the principal amount of the Convertible Debenture owed to the Investor is less than $250,000.
About Light AI Inc. (CBOE CA: ALGO / FSE: OHC / OTCQB: OHCFF)
Light AI Inc. is a technology company focused on developing artificial intelligence health screening and diagnostic solutions. Light AI QuickScan™ is a technology platform which represents the next generation of patient management: it applies AI algorithms to compatible smart device images, starting with images of Strep A and anticipated expansion with other medical conditions, to identify the disease in seconds. Its patented, app-based solution requires no swabs, lab tests or proprietary hardware of any kind as its computing platform includes the 4.5 billion smartphones that exist in the world today. Light AI is at the forefront of developing innovative screening and diagnostic solutions aimed at improving healthcare delivery worldwide. Their cutting-edge AI powered technology offers rapid, accurate, and cost-effective screening and diagnostic tools designed to address critical healthcare challenges.
In pre-FDA validation studies, Light AI’s algorithm demonstrated remarkable accuracy in differentiating between viral and bacterial pharyngitis, specifically targeting Group A Streptococcus (“GAS”). The algorithm achieved a 96.57% accuracy rate and attained a Negative Predictive Value of 100%, indicating its high reliability in confirming the absence of Streptococcus A infection. Viral and GAS pharyngitis affects over 600 million people annually worldwide. If left untreated, GAS pharyngitis can lead to serious complications such as Rheumatic Heart Disease (“RHD”), which imposes a global economic burden exceeding $1 trillion annually. Light AI’s technology offers a significant advancement in the accurate and timely identification of GAS pharyngitis, potentially reducing the incidence of RHD and its associated costs. Light AI’s approach to applying AI to smart device images can be expanded to other medical conditions, as well as other areas of analysis. Light AI’s vision is to combine the Light AI QuickScan™ software platform with AI in-the-Cloud to create a Digital Clinical Lab that provides quick and accessible diagnosis for countless conditions that today require expensive and time-consuming imaging or lab processes.
For more information, please contact the Company at [email protected] or visit https://light.ai/.
Website: https://light.ai/
LinkedIn: LinkedIn/company/Light AI
X (Formerly Twitter): @lightaihealth
Source : Light AI Inc.
