CardioComm Solutions Secures $500,000 in GEMS(tm) 4 and GUAVA Software License Agreement. Licensing Deal Signals the Start of...
22 Janeiro 2014 - 6:41PM
Access Wire
TORONTO, ONTARIO - CardioComm Solutions,
Inc. (TSX VENTURE:EKG) ("CardioComm
Solutions" or the "Company") today announced that it has completed
a software and source code licensing agreement ("SLA") for use of
the Company's proprietary Global ECG Management Solution
("GEMS(TM)") and GUAVA ECG viewer by MD Primer Inc. ("MDP"). MDP is
a clinical research and education organization enabling improvement
in patient care through innovation. MDP is under the direction of
Dr. Anatoly Langer, CardioComm Solutions' Chairman.
As MDP is a related party of CardioComm Solutions,
Dr. Langer abstained from voting on the SLA when it received board
approval. The SLA is subject to approval by the TSX Venture
Exchange.
The SLA will allow
MDP to use GEMSTM and
GUAVA under a worldwide, royalty free, perpetual, non-exclusive
license in exchange for a one-time $500,000 licensing fee, payable
in three payments: $250,000 on execution of the SLA; $150,000 on
March 15, 2014; and $100,000 on April 15, 2014. Service and support
agreements will be negotiated subsequent to the formal release of
GEMS 4.0 to the market, which is expected prior to the end of Q1
2014. Under the SLA, MDP is licensed to use the software and the
source code and derivative products in support of MDP's current
research-based business activities, but not to compete with
CardioComm Solutions' business. To preserve the value of the
license for MDP, CardioComm Solutions has agreed not to enter into
another concurrent source-code based licensing agreement. Under the
SLA CardioComm Solutions has the option to repurchase the license
from MDP at any time for $500,000 plus 10% interest compounded
annually. At the option of MDP, the repurchase price will be
payable in either cash or in units of CardioComm Solutions, with
each unit valued at a price per Unit equal to
a 50% premium on the closing price of CardioComm Solutions' common
shares on the TSX Venture Exchange on the date of execution of the
SLA. Each Unit will be comprised of one common share of the Company
and one common share purchase warrant for an additional share for
two years from the date of issuance at an exercise price equal to
150% of the closing price of CardioComm Solution's common shares on
the TSX Venture Exchange on the date of execution of the Agreement.
Any securities issued will be subject to a four month hold period
from the date of issuance.
"MDP had long expressed interest in acquiring the
GEMSTM software for use
in their clinical and research service offerings and I am sure this
purchase will provide them a unique competitive advantage. We are
asked on occasion to enter into such agreements where the Company's
intellectual property is licensed to assist a non-competitive
organization develop infrastructure that, on their own, could not
be achieved," stated Etienne Grima, CEO of CardioComm
Solutions.
"This is an exciting
development for CardioComm Solutions and affirms the value of the
GEMSTM system for
research-based cardiac patient monitoring and analysis," said
Daniel Pawlik, the Company's Vice President, Sales and Marketing
for the United States. "The Life Science Contract Research Service
Industry, providing cardiac safety testing and arrhythmia analysis
of pharmaceuticals and medical devices as a part of the market
approval process is a multi-billion dollar service industry and
growing. GEMSTM provides a unique and highly beneficial technology solution for
more effective and less costly patient monitoring, analysis and
data management. We are currently pursuing and continue to pursue
similar relationships with leading US-based clinical research
organizations as a part of our US service and technology licensure
growth strategies."
"Interest in, and
acquisition of, GEMSTM 4.0 is a strong endorsement of what this software offers," noted
Simi Grosman, a member of CardioComm Solutions' Board of Directors.
"At the same time, the capital infusion into the Company will allow
us to build out our sales infrastructure to aggressively market
GEMSTM in the US and
around the globe in 2014."
About CardioComm Solutions
CardioComm Solutions' patented and
proprietary technology is used in products for recording, viewing,
analyzing and storing electrocardiograms (ECGs) for diagnosis and
management of cardiac patients. Products are sold worldwide through
a combination of an external distribution network and a North
American-based sales team. The Company has earned the ISO 13485
certification, is HPB approved, HIPAA compliant, and has received
FDA market clearance for its software devices. CardioComm Solutions
is headquartered in Toronto, Ontario, Canada, with offices in
Victoria, B.C.
FOR FURTHER INFORMATION PLEASE CONTACT:
Etienne Grima, Chief Executive Officer
1-877-977-9425
investorrelations@cardiocommsolutions.com
www.cardiocommsolutions.com
Forward-looking statements
This release may
contain certain forward-looking statements and forward looking
information with respect to the financial condition, results of
operations and business of CardioComm Solutions and certain of the
plans and objectives of CardioComm Solutions with respect to these
items. Such statements and information
reflect management's current beliefs and are based on information
currently available to management. By their
nature, forward-looking statements and forward-looking information
involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future and there are
many factors that could cause actual results and developments to
differ materially from those expressed or implied by these
forward-looking statements and forward-looking
information.
In evaluating these
statements, readers should: specifically consider risks discussed
under the heading "Risk
Factors" in the Company's Annual Information
Form, available at www.sedar.com; not to place undue
reliance on forward-looking statements and forward-looking
information; be aware. the Company does not assume any obligation
to update the forward-looking statements and forward-looking
information contained in this Annual Information Form other than as
required by applicable laws (including without limitation Section
5.8(2) of National Instrument 51-102 (Continuous Disclosure
Obligations).
Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in policies
of the TSX Venture Exchange) accepts responsibility for the
adequacy or accuracy of this release.
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