WINDSOR, ONTARIO--(Marketwired - April 18, 2013) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Essex Angel Capital Inc. (TSX VENTURE:EXC) (the "Corporation" or "Essex") is pleased to announce that it has exercised its rights to realize upon its senior security interest (the "Security Interest") in the assets and property (the "Collateral") of Wellness Indicators, Inc. ("Wellness"), arranging to exchange the Collateral for an equity ownership stake in Health Enhancement Products, Inc. ("HEPI"), a health & wellness company quoted on the OTCBB and headquartered in Bloomfield Hills, Michigan. As part of this process, Essex began foreclosure proceedings to secure the Collateral pursuant to its Security Interest that it shares pro rata with certain other minority senior lenders of Wellness. Currently, Essex holds US$1,000,000 in 6.0% senior secured convertible debentures and US$350,000 in 8.0% secured debentures of Wellness.
Concurrently with the foreclosure proceedings, Essex entered into a purchase agreement with HEPI with respect to the sale of the Collateral upon a successful foreclosure. The purchase price for the Collateral is US$1,100,000 (the "Purchase Price") and will be satisfied through the issuance by HEPI of its shares of common stock (the "HEPI Shares") at a price per share equal to the lesser of: (i) US$0.31; and (ii) 20% premium to the weighted average price of the HEPI Shares on the OTCBB for 20 consecutive trading days ending on the closing date of the transaction. The Purchase Price will be shared pro rata among Essex and the other minority secured lenders of Wellness. The sale of the Collateral is conditional upon Essex acquiring right, title and interest to certain assets forming part of the Collateral and the receipt by Essex of all necessary regulatory approvals. Essex has the right to sell the Collateral to a third-party in the event that it receives an offer that exceeds the Purchase Price.
"Essex is looking forward to participating in this transaction with HEPI, creating the potential to unlock the full value of Wellness Indicators' technology. We believe that the proposed transaction maximizes the value of our secured interest in the assets and property of Wellness," states Richard Galdi, Chairman & CEO, Essex Angel Capital Inc.
This series of transactions allows Essex to participate in the commercial activities of HEPI as it endeavors to establish and enhance the revenue potential of Wellness' technology upon its acquisition.
"We have an exciting opportunity before us, potentially integrating Wellness' tests into our antioxidant and anti-inflammatory initiatives," states Andrew Dahl, President & CEO, Health Enhancement Products, Inc.
About Essex Angel Capital Inc.
Essex Angel Capital of Windsor, Ontario, is a publicly traded company engaged in the business of debt and equity investment in privately held early-stage companies. Essex is traded on the TSX Venture Exchange under the symbol "EXC."
About Health Enhancement Products, Inc.
Health Enhancement Products, Inc. is a Michigan-based health & wellness company engaged in the development of natural bioactive compounds for use as dietary supplements and food ingredients, as well as biologics for cosmeceutical and pharmaceutical applications. More information about HEPI can be found on its website at: www.health-enhancement-products.com .
This news release does not constitute an offer to sell or solicitation of an offer to sell any of the Common Shares in the United States. The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
This press release contains certain forward-looking statements about the Corporation's future plans and intentions. Wherever possible, words such as "may", "will", "should", "could", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict" or "potential" or the negative or other variations of these words, or similar words or phrases, have been used to identify these forward-looking statements. These statements reflect Management's current beliefs and are based on information currently available to management as at the date hereof. Forward-looking statements included or incorporated by reference in this press release include statements with respect to the outcome of the foreclosure proceeding with respect to the Collateral and the sale of the Collateral to HEPI.
Forward-looking statements involve significant risk, uncertainties and assumptions. Many factors could cause actual results, performance or achievements to differ materially from the results discussed or implied in the forward-looking statements. These factors should be considered carefully and readers should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, the Corporation cannot assure readers that actual results will be consistent with these forward-looking statements. These forward-looking statements are made as of the date of this press release, and the Corporation assumes no obligation to update or revise them to reflect new events or circumstances, except as required by law.
Neither TSX-V nor its Regulation Services Provider (as that term is defined in the policies of the TSX-V) accepts responsibility for the adequacy or accuracy of this release.
