Toronto, Canada – TheNewswire – October 1, 2021 – Ventripoint Diagnostics Ltd. (“Ventripoint” or the “Company”) (TSXV:VPT) (OTC:VPTDF), announces that it has filed amended and restated unaudited condensed consolidated interim financial statements for the three and six months ended June 30, 2021 (the "Amended Statements") and related amended and restated management’s discussion and analysis. The Amended Statements were required to correct accounting errors, which were identified during an internal review for the purposes of completing the recently announced financing.
Management has restated the current period presented for the three and six month period ended June 30, 2021 to correct the following:
On February 2, 2021, the Company issued 666,666 common shares to a consultant in payment of $60,000 of consulting fees. The common shares issued had a price of $0.19 based on the fair value. The company previously recorded this transaction at a deemed price of $60,000. The financial statements have been restated to correctly record the fair value of the shares issued of $126,667 and to record a loss on debt settlement of $66,667.
On February 23, 2021 the Company issued 96,961 common shares in payment of $23,270 of interest owing on the Convertible Debentures I and II. The common shares issued had a price of $0.41 based on the fair value. The company previously recorded this transaction at a deemed price of $23,274. The financial statements have been restated to correctly record the fair value of the shares issued of $39,754 and to record a loss on debt settlement of $16,480.
Management has restated the comparative periods presented for the three and six month period ended June 30, 2020 to correct the following:
Financing costs recorded on convertible debentures and the revaluation adjustment on its derivative warrants to correct the initial recognition of the convertible debt issued in 2020. On initial recognition, the conversion feature was incorrectly recorded as a derivative liability rather than as an adjustment to equity. The adjustment resulted in a decrease to derivative liabilities of $303,821, an increase in convertible debt of $441,370, a decrease in net loss of $388,743 and a decrease in equity of $526,292.
The amendment of the debenture was treated as an extinguishment of the old debenture and recognition of a new debenture with a gain on modification of $35,329 recognized in the statement of profit and loss. The adjustment resulted in a decrease in net loss of $35,329 and a decrease to convertible debt of $35,329.
To record accrual of $17,000 to record options payable that were granted as a bonus to management in 2020. The adjustment resulted in an increase in net loss of $17,000 and an increase in liabilities of $17,000 for options to be issued.
To record impairment on inventory of $21,207, resulting in an increase to net loss of $21,207 and a decrease in inventory of $21,207.
To correct the fair value of the CEBA Loan recorded. In April 2020, the Company received a $40,000 loan through the Canada Emergency Business Account program (“CEBA”). Subsequent to June 30, 2020, the forgivable portion of the loan has been accounted for as a government grant and the company recorded a benefit of $10,000 as Other Income. The adjustment resulted in a decrease in loan payables of $10,000 and a decrease in net loss of $10,000.
To adjust the foreign exchange variance of $2,710 to other comprehensive income.
$190,000 was adjusted to operating and financing cashflows to reflect working capital items to their correct categories.
In connection with the filing of the Amended Statements, the Company is also filing (i) amended and restated management’s discussion and analysis in compliance with the requirements of National Instrument 51-102 Continuous Disclosure Obligations, and (ii) CEO and CFO certifications in compliance with National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings.
ABOUT VENTRIPOINT DIAGNOSTICS LTD.
Ventripoint has become an industry leader in the application of AI (Artificial Intelligence) to echocardiography. Ventripoint’s VMS products are powered by its proprietary KBR technology, which is the result of a decade of development and provides accurate volumetric cardiac measurements equivalent to MRI. This affordable, gold-standard alternative allows cardiologists greater confidence in the management of their patients. Providing better care to patients serves as a springboard and basic standard for all of Ventripoint’s products that guide our future developments. In addition, VMS+ is versatile and can be used with all ultrasound systems from any vendor supported by regulatory market approvals in the U.S., Europe and Canada. For more information, please visit www.ventripoint.com
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This news release contains forward-looking statements and forward-looking information within the meaning of applicable securities laws. The use of any of the words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions are intended to identify forward-looking information or statements. The forward-looking statements and information are based on certain key expectations and assumptions made by the Company. Although the Company believes that the expectations and assumptions on which such forward-looking statements and information are based are reasonable, undue reliance should not be placed on the forward-looking statements and information because the Company can give no assurance that they will prove to be correct. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. Factors which could materially affect such forward-looking information are described in the risk factors in the Company’s most recent annual management’s discussion and analysis that is available on the Company’s profile on SEDAR at www.sedar.com.
Readers are cautioned that the foregoing list of factors is not exhaustive. The forward-looking statements included in this news release are expressly qualified by this cautionary statement. The forward-looking statements and information contained in this news release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
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