Evokai Creative Labs to Acquire Finnish Medtech Company Head Instruments Oy

VANCOUVER, BC / ACCESSWIRE / April 24, 2023 / EvokAI Creative Labs Inc. (TSX-V:OKAI) ("EvokAI" or the "Company"), a leading MedTech AI-powered company dedicated to the development of transformational and innovative technologies for the healthcare sector, is pleased to announce that it has entered into a definitive agreement (the "Share Purchase Agreement") dated effective April 21, 2023, that was negotiated at arm's length, pursuant to which the Company intends to acquire (the "Head Acquisition") all the issued and outstanding securities of Head Instruments Oy ("Head"). Head is a Finnish MedTech company creating smart medical devices and solutions to improve patients' quality of life and support medical professionals in their work. Following closing of the Head Acquisition, Head will be a wholly owned subsidiary of EvokAI. Completion of the Head Acquisition is subject to a number of standard conditions, including receipt of all regulatory approvals and the acceptance of the TSX Venture Exchange ("TSXV"). The Head Acquisition is expected to close on or about May 15, 2023.

"This acquisition will strengthen EvokAI's portfolio of novel solutions for brain health, accelerate the go to market strategy and expand our total addressable market tackling the second most common neurodegenerative disease, Parkinson's disease, as the general population gets older and lives longer. Finland's advanced technological infrastructure and highly skilled workforce have created a favorable environment for becoming a hub for digital health innovation, which is the reason why we are taking this major step to continue revolutionizing the healthcare industry with a new gold standard for measuring, analyzing and documenting Neurological Movement Disorders, made in Finland. We are very excited to join forces with Head to use their unique expertise which led to patents already granted in the United States of America and United Kingdom by the United States Patent and Trademark Office and United Kingdom Intellectual Property Office respectively, and passion of making the future of patient care available to medical professionals of today, enabling us to provide novel solutions to deliver clinical value to neurologists, neurosurgeons and patients," stated Alejandro Antalich, CEO and Director of EvokAI Creative Labs.

"Health care has become a process optimization industry, as the population is aging and health care funding is decreasing, the efficiency of treatment processes is key to success. With our revolutionary solution and our strong patent positions expanding internationally, combining our knowledge and experience with EvokAI, we aim to become the leading player on neurological movement disorders," stated Miika Hakola, Chairman of the Board of Head Instruments.

Head is a medical technologies company incorporated under the laws of Finland on March 22, 2016, with offices in Oulu, Finland. Head's advanced technologies and solutions provide means for accurate analysis of the magnitude of movement disorders and their response to medication. Other causes of movement disorders include dystonia, various diseases causing tremors, Tourette's syndrome, congenital CP (Cerebral Palsy) or MS (Multiple Sclerosis). Already used in university hospitals and by renowned neurosurgeons across Europe, the novel device and AI-based solution is also meant to be wirelessly connected to deep brain stimulation equipment, so that the monitor can automatically control brain synchronization based on observed symptoms. Involuntary movement of a body region, which may be oscillatory and can often be considered tremor, is a common and frustrating disorder. Visual observation by a neurologist dominates an assessment of the movement of a body region in clinical practice. All people, healthy or disordered, have tremor at some extent and determination of its development over time or under treatment is not possible, because a movement of a body region of a person at one moment cannot reliably be compared with that of another moment. Although technical measurements of the movement of a body region have been attempted, they are complicated, inefficient and insufficient. Head has invented a device comprised of an acceleration unit, a processing unit and a display for continuous real time monitoring. The acceleration unit which is attached or held by a body region of a mammal comprises a 3D-acceleration sensor and a wireless transmitter for transmitting a measurement signal provided by the acceleration sensor continuously. The processing unit processes the measurement signal continuously in a band of a medically defined movement of the body region, and forms a movement index on the basis on a norm of values of acceleration in a first time window, and forms a value(s) of amplitude, and a value of frequency of the spatial movement of the body region on the basis of a power spectral density in second time window of a known duration. The display displays said movement index with said value of amplitude and said value of frequency of the spatial movement continuously in real time.

For more information about Head, visit the Company's website at headinstruments.com.

Parkinson´s disease is one of the leading causes of disability worldwide, and it will continue to challenge the public health sector significantly. Millions of people are affected by Parkinson's disease, and numbers affected are rapidly increasing due to the growing proportion of individuals aged 65+. Parkinson´s disease is dramatically reducing individual health-related quality of life and adding substantial expenses to public health systems ($25 billion per year in US only^[1]). Parkinson´s disease is not curable, but symptoms can be treated with medication and DBS surgery (Deep Brain Stimulation)^[2].

Pursuant to the terms of the Share Purchase Agreement, holders of 100% of Heads' common shares ("Head Shares") will be issued common shares of the Company (the "Shares") having an aggregate value of EUR 3,157,565 (≈CAD$4,643,000), at a price determined by the average closing price of the Shares over a period of 30 days commencing April 11, 2023, subject to certain minimum and maximums, as consideration in exchange for their Head Shares. The Shares issued will be subject to an agreed hold period of 1 year from date of issuance. 106,250 share purchase options outstanding to acquire securities of Head will be exchanged for economically equivalent convertible securities of the Company.

Up to an additional EUR 1,500,000 (≈CAD$2,205,000) of Shares will be issuable to the current holders of Head Shares upon Head achieving certain milestones within the first 22 months following closing of the Head Acquisition.

About EvokAI Creative Labs Inc.

EvokAI is a MedTech AI-powered company dedicated to the development of transformational and innovative technologies for the modern healthcare sector. We deploy machine learning models to search medical data and uncover insights to help improve health outcomes, patient experiences, drug development, preclinical and clinical decisions and provide more accurate diagnoses. EvokAI tailors its AI algorithms across the whole healthcare system, from hospitals, private clinics, research institutions, pharmaceutical companies, contract research organizations, to medical professionals, patients, healthy individuals aiming at preventing any kind of disease and beyond, protecting the aging genome.

On behalf of the Board of Directors of EvokAI Creative Labs Inc.

Alejandro Antalich
CEO & Director

For more information, please contact:

EvokAI Creative Labs Inc.
Alejandro Antalich
Chief Executive Officer
Email: hello@evokailabs.com
Phone: +358 50 5512 848

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.

This news release contains certain "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Generally, any statement that involves discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions, future events or performance (often but not always using phrases such as "expects", or "does not expect", "is expected", "anticipates" or "does not anticipate", "plans", "budget", "scheduled", "forecasts", "estimates", "believes" or "intends" or variations of such words and phrases or stating that certain actions, events or results "may" or "could", "would", "might" or "will" be taken to occur or be achieved) are not statements of historical fact and may be forward-looking information or statements. The forward-looking information or statements in this news release may relate, among other things, to: the completion of the Head Acquisition; the anticipated benefits of the Head Acquisition to the Company and its shareholders; the future growth potential of the Company on a post-transaction basis; the intention to scale operations; the accretive nature of the Head Acquisition, including expected synergies thereof; future financial performance; and receipt of all regulatory approvals.

These forward-looking statements are based on reasonable assumptions and estimates of management of the Company at the time such statements were made. Actual future results may differ materially as forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to materially differ from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors, among other things, include: the expected results from the completion of the Head Acquisition; receipt of all required regulatory approvals including the approval of the TSXV; business integration risks; fluctuations in general macroeconomic conditions; fluctuations in securities markets; the Company's limited operating history; future capital needs and uncertainty of additional financing; the competitive nature of the technology industry; unproven markets for the Company's product offerings; lack of regulation and customer protection; the need for the Company to manage its planned growth and expansion; the effects of product development and need for continued technology change; protection of proprietary rights; network security risks; the ability of the Company to maintain properly working systems; foreign currency trading risks; use and storage of personal information and compliance with privacy laws; use of the Company's services for improper or illegal purposes; global economic and financial market conditions; uninsurable risks; changes in project parameters as plans continue to be evaluated; and those factors described under the heading "Risks Factors" in the Company's filing statement dated March 27, 2023 available on SEDAR. Although the forward-looking statements contained in this news release are based upon what management of the Company believes, or believed at the time, to be reasonable assumptions, the Company cannot assure shareholders that actual results will be consistent with such forward-looking statements, as there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking statements and information. There can be no assurance that forward-looking information, or the material factors or assumptions used to develop such forward-looking information, will prove to be accurate. The Company does not undertake any obligations to release publicly any revisions for updating any voluntary forward-looking statements, except as required by applicable securities law.

[1]^{Source: Nature.com}

[2]^{Sources: WHO; parkinson.org; The Lancet; clevelandclinic.org}

^{SOURCE: EvokAI Creative Labs Inc.}

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