Cloud DX Announces Proposed $2.8 Million Private Placement

KITCHENER, ON / ACCESSWIRE / April 8, 2024 / Cloud DX Inc. ("Cloud DX" or the "Company") (TSXV:CDX)(OTC:CDXFF) is pleased to announce a non-brokered private placement (the "Private Placement") for gross proceeds of up to $2,800,000 through the issuance of up to 23,333,334 units (each, a "Unit") of the Company at a price of $0.12 per Unit. The Company reserves the right to oversubscribe the Private Placement by up to $500,000, pursuant to which the Company may sell an additional 4,166,667 Units, should there be significant additional demand.

Each Unit shall consist of one common share (a "Common Share") in the capital of the Company and one transferable share purchase warrant (a "Warrant"), with each Warrant entitling the holder ‎thereof to acquire one additional Common Share at a price of $0.18 per share until 36 months following closing.

Finder's fees may be payable in accordance with the policies of the TSX Venture Exchange (the "Exchange"). The net proceeds of the Private Placement will be used by the Company for general working capital.

The Private Placement remains subject to approval of the Exchange. All securities issued in connection with the Private Placement will be subject to a statutory hold period expiring four months and one day from issuance in accordance with applicable securities legislation. Insiders may participate in the Private Placement. The extent of insider participation, if any, has not yet been determined.

On March 19, 2024 the Company announced that a group of investors had agreed to convert an aggregate principal amount of $3,187,000 CAD along with aggregate interest of $1,007,070 CAD, prior to the applicable maturity date, into common shares of the Company at an average price of $0.154 CAD per share. Investors then agreed to pool an aggregate of 26,411,896 Common Shares issued to them in connection with the conversion of the Convertible Debentures until the earlier of twenty-four (24) months and date on which the closing price is equal to or greater than $0.50 CAD/share for a period of 10 consecutive trading days.

About Cloud DX

Accelerating digital healthcare, Cloud DX is on a mission to make healthcare better for everyone. Our Connected Health™ remote patient monitoring platform is used by healthcare enterprises and care teams across North America to virtually manage chronic disease, enable aging in place, and deliver hospital-quality post-surgical care in the home. Our partners achieve better healthcare and patient outcomes, reduce the need for hospitalization or re-admission, and reduce healthcare delivery costs through more efficient use of resources. Cloud DX is the co-winner of the Qualcomm Tricorder XPRIZE, winner of "2022 Top Innovator" from Canadian Business, a 2021 "Edison Award" winner, a Fast Company "World Changing Idea" finalist, and one of "Canada's Ten Most Prominent Telehealth Providers." Cloud DX is an exclusive partner to Medtronic Canada, Teladoc Health Canada and Sanrai International.

For more information on Cloud DX (TSXV:CDX), please visit www.clouddx.com and see the Cloud DX Investor Site.

Social Links:

Twitter: https://twitter.com/CloudDX

Facebook https://www.facebook.com/clouddxinc/

LinkedIn https://www.linkedin.com/company/cloud-dx/

Instagram https://www.instagram.com/cloud.dx/

For media inquiries please contact:

Cloud DX Marketing
888-543-0944
marketing@clouddx.com

For investor inquiries please contact:

Jay Bedard
Cloud DX Investor Relations
647-881-8418
jay.bedard@clouddx.com

Officer responsible for this Press Release:

Simon Selkrig

Chief Financial Officer

Phone 888-543-0944

simon.selkrig@clouddx.com

This news 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. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended (the "1933 Act") and may not be offered or sold to, or for the account or benefit of, persons in the United States or "U.S. persons" (as such term is defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements of the 1933 Act any application state securities laws.

Forward-Looking Information

This news release contains forward-looking statements and information within the meaning of applicable securities legislation. Often, but not always, forward-looking statements and information can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "estimates", "intends", "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" or "will" be taken, occur or be achieved. Forward-looking statements or information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements or information contained in this news release. In particular, this news release includes certain forward-looking statements concerning the size and completion of the Private Placement, whether the Private Placement will be oversubscribed, the use of proceeds from the Private Placement, and receipt of TSXV approval.

Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. In making the forward-looking statements in this news release, the Company has applied several material assumptions, including without limitation, information concerning the receipt of approval from the TSXV and the use of proceeds from the Private Placement.

Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements or forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. 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 forward-looking statements and forward-looking information.

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.

SOURCE: Cloud DX Inc.