Ft. Lauderdale, Florida, Dec. 18, 2019 (GLOBE NEWSWIRE) -- eWellness Healthcare Corporation (“EWLL”, the Company”), a provider of the state of the art PHZIO platform for the physical therapy (“PT”) and telehealth markets, announced today that the Company plans to allow its common stockholders to exchange up to $1.2 million worth of common stock for the Company’s units including newly authorized shares of 13% Perpetual Preferred Stock and Warrants (the “Units”), as described below, on a pari-passu basis. The exchange ratio will be set on the day of the first closing of the Perpetual Preferred Stock offering.
The Company plans to file a Registration Statement on Form S-1 offering up to 2 million Units at an offering price of $25 per Unit, each consisting of: (i) one share of 13% Cumulative Perpetual Preferred Stock having a stated value of $25 per share (the “Cumulative Preferred Stock”); and (ii) five common stock purchase warrants (the “Warrants”), each exercisable for five years from the effective date of the initial closing of the Registration Statement (the “Effective Date”). The Cumulative Preferred Stock, the Warrants and the shares of Common Stock underlying the Warrants will be registered in the Registration Statement. The dividends at 13% per annum for the first three years will be escrowed from the $25 Unit offering price, representing $9.75 per share, which will result in net proceeds to the Company of $15.25 per share. These escrowed dividends shall be paid monthly from an escrow account to be established at IFEB Bank (the “Escrow Agent”). The Company can redeem the Cumulative Preferred Stock after three years at the $25 per share stated value or at any time after the 36-month anniversary of the Effective Date. Starting in year four, if not redeemed, the Company will pay the $3.25 per share yearly dividends in twelve equal monthly installments and, if any dividends are not paid, they will be cumulative and be accrued.
- Upon the first closing, which shall occur immediately following the sale of 160,000 Units resulting in gross proceeds to the Company of $4 million, the Company will apply for the initial listing on the OTCQX of the shares of Cumulative Preferred Stock, the Warrants and, if eligible, the shares underlying the Warrants. To qualify for listing, the OTCQX requires 50 holders of the shares of Cumulative Preferred Stock and the Warrants and the Company already meets the number of holders of Common Stock for OTCQX listing but must also meet the price per share requirement.
- The Company will pay any participating broker/dealer commissions equal to 7% in cash and 7% in warrants for the sale of the Units at $25 per Unit. (i.e. on first closing of 160,00 Units, participating broker/dealers will be issued 11,200 Warrants)
- The Company will conduct closings, subsequent to the first closing, on a weekly basis for the same offering price of $25 per Unit while those shares of the Cumulative Preferred Stock and Warrants, and common Stock, if eligible, are trading on the OTCQX.
About eWellness
eWellness Healthcare Corporation (OTCQB: EWLL) is the first physical therapy telehealth company to offer real-time distance monitored assessments and treatments. Our business model is to have large-scale employers use our MSK 360 and/or our PHZIO platform as a fully PT monitored corporate MSK wellness program. The Company’s MSK 360 and PHZIO home physical therapy assessment and exercise platform has been designed to disrupt the $30 billion physical therapy market, the $4 billion MSK market and the $8 billion corporate wellness industry. PHZIO re-defines the way MSK physical therapy can be delivered. PHZIO is the first real-time remote monitored 1-to-many MSK physical therapy platform for home use.
For more information on eWellness Healthcare go to:
http://www.ewellnesshealth.com/
Safe Harbor Statement
This news release includes certain information that may constitute forward-looking statements. Forward-looking statements are typically identified by terminology such as “could,” “may,” “will,” “expects,” “anticipates,” “future,” “intends,” “plans,” “believes,” “estimates,” “proposed,” “planned,” “potential” and similar expressions, or are those, which, by their nature, refer to future events. All statements, other than statements of historical fact, included herein, including statements about eWellness’ beliefs and expectations, are forward-looking statements. Forward-looking information is necessarily based upon a number of assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties and other factors which may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking information. Although eWellness believes that such statements are reasonable, it can give no assurance that such forward-looking information will prove to be accurate. eWellness cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward-looking statements as a result of various factors. Accordingly, due to the risks, uncertainties and assumptions inherent in forward-looking information, readers and prospective investors in the Company’s securities should not place undue reliance on forward-looking information. All forward-looking information contained in this press release is given as of the date hereof and is based upon the opinions and estimates of management and information available to management as at the date hereof and is subject to change. The Company assumes no obligation to revise or update forward-looking information to reflect new circumstances, whether as a result of new information, future events or otherwise, except as required by law.
For additional information on eWellness Healthcare Corporation and its PHZIO telehealth products please contact Mr. Darwin Fogt, CEO: 1-855-470-1700