Mr. John Gevisser reports
MEDX ANNOUNCES FINAL CLOSING OF NON-BROKERED PRIVATE PLACEMENT
Further to the press release dated Oct. 6, 2025, announcing an initial closing, MedX Health Corp. has completed final closings of the non-brokered private placement to accredited investors originally announced in its press release dated July 25, 2025. The final closings comprised the issuance of 19,106,666 units (as described below) and raised cash proceeds of $1,433,000. Securities issued are subject to a regulatory hold period of four months and one day from the date of issuance. Under this non-brokered private placement, the company issued a total of 26,139,999 units at 7.5 cents per unit. Each unit is composed of one fully paid common share and one-half share purchase warrant. Each whole warrant is exercisable to purchase one further common share at the price of 10 cents during the period of one year commencing on the date of issuance. Two insiders participated in this placement to the extent of $1,635,500 for the acquisition of a total of 21,806,666 units. In connection with the issuance of units to those insiders, the company relies on exemptions from formal valuation and minority shareholder approval requirements set out in Multilateral Instrument 61-101 (Protection of Minority Security Holders in Special Transactions) as: (i) the fair market value of the proposed placement to the insiders does not exceed 25 per cent of the market capitalization of the company; and (ii) the conditions in Section 5.7(1)(a), Section 5.7(1)(b) and Section 5.7(1)(e) of MI 61-101 are met. Qualified agents received total cash commissions of $3,000 (equal to 8 per cent of the gross proceeds received by the company from the sale of the units to subscribers introduced by such agent(s)) and 40,000 agent warrants (equal to 8 per cent of subscriptions introduced by such agent(s)). Each agent warrant, which is non-transferable, entitles the holder to acquire, at the price of nine cents, a unit, composed of one fully paid common share and one-half non-transferable share purchase warrant. Each whole agent's share purchase warrant entitles the holder to acquire one additional common share at the price of 10 cents. The agent warrants and any agent share purchase warrants that may be issued pursuant to exercise of an agent warrant, if not exercised, will expire one year following the date of issuance of the original agent warrant.
Funds raised in this placement are being be directed toward continuing development of the company's leading-edge SIAscopy on the DermSecure telemedicine platform, building out the launch of its technology into the occupational health marketplace and general corporate purposes.
About MedX Health Corp.
MedX Health, headquartered in Ontario, Canada, is a leader in non-invasive skin assessment and teledermatology. Its proprietary SIAscopy technology, integrated into the DermSecure platform, enables pain-free, accurate imaging of skin lesions for rapid dermatologist review. These products are cleared by Health Canada, the U.S. Food and Drug Administration, the Therapeutic Goods Administration, and Conformite Europeenne for use in Canada, the United States, Australia, New Zealand, the United Kingdom, the European Union and Turkey. MedX's advanced telemedicine platform enables health care professionals to quickly and accurately assess suspicious moles, lesions and other skin conditions through its proprietary imaging technology, SIAscopy, and its secure, cloud-based patient management system, DermSecure. SIAscopy is the only technology capable of the simultaneous, non-invasive measurement of the concentration and spatial distribution of melanin, hemoglobin and collagen in the epidermis and dermis of human skin.
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