Essex Angel Capital Inc. Announces Closing of Private Placement

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES


Further to its press releases dated January 23, 2012 and March 19, 2012, Essex
Angel Capital Inc. (TSX VENTURE:EXC) (the "Corporation") is pleased to announce
the closing of the second and final tranche (the "Second Tranche") of its
previously announced non-brokered private placement (the "Private Placement").
The Private Placement was fully subscribed for and consisted of the sale of
10,000,000 units in the capital of the Corporation (the "Units") at a price of
$0.05 per Unit for gross proceeds of $500,000. Each Unit consists of one common
share in the capital of the Corporation (a "Common Share") and one Common Share
purchase warrant (a "Warrant"). Each Warrant entitles the holder thereof to
purchase one Common Share (a "Warrant Share") at an exercise price of $0.10 at
any time prior to 5:00 p.m. (Toronto time) on the day that is 18 months from the
closing date of the applicable tranche of the Private Placement. The Corporation
issued on March 30, 2012 5,400,000 Units for gross proceeds of $270,000. The
Corporation paid $13,000 as a finder's fee and issued 260,000 finder's
compensation options to Wolverton Securities Ltd. Each compensation option is
exercisable to acquire one Common Share at a price of $0.10 for a period of 18
months from the date hereof. The Common Shares, the Warrants and the Warrant
Shares issuable on exercise of the Warrants will be subject to a four month and
one day hold period in accordance with applicable Canadian securities laws. The
closing of the Second Tranche is subject to the final approval of the TSX
Venture Exchange. The net proceeds will be used to identify, evaluate and fund
investments and for working capital and general corporate purposes. 


The Corporation is also pleased to announce that it acquired on March 23, 2012
four units (the "Wellness Units") of Wellness Indicators, Inc. ("Wellness"). The
Wellness Units consist of US$100,000 principal amount of 8.0% subordinated
secured debentures (the "Debentures") and 100,000 warrants ("Wellness Warrants")
entitling the Corporation, for seven years following the issuance date thereof,
to purchase 100,000 common shares of Wellness ("Wellness Shares") at a price of
US$3.50 per share. The Debentures mature on the date that is the earlier of: (i)
December 23, 2012; and (ii) the date on which Wellness closes an offering of
US$3,000,000 principal amount of subordinated securities debentures (the
"Maturity Date"). Wellness has the right to extend the Maturity Date for a
period of nine months, in which case the Debentures will carry an interest rate
of 10% for such nine-month period and the Corporation will receive an additional
100,000 Wellness Warrants.


The purchase by the Corporation of the Wellness Units added to existing holdings
in Wellness consisting of US$100,000 principal amount of Debentures maturing
October 20, 2012 and 100,000 Wellness Warrants, exercisable at a price of $3.50
per share, as well as US$1,000,000 aggregate amount of 6.0% subordinated secured
convertible debentures, convertible in whole or in part, into Wellness Shares at
a conversion price of US$3.25 per share and warrants entitling the Corporation
to acquire 170,221 Wellness Shares at a price of US$3.25 per share.


An Insider of the Corporation, namely, Richard Galdi, Chief Executive Officer,
subscribed under the Second Tranche for 200,000 Units. Richard Galdi is a
related party within the meaning of Multilateral Instrument 61-101- Protection
of Minority Security Holders in Special Transactions ("MI 61-101").
Consequently, the participation of the Mr. Galdi in the Private Placement
constitutes a Related Party Transaction within the meaning of MI 61-101
requiring the Corporation, in the absence of exemptions, to obtain a formal
valuation for, and minority shareholder approval of, the Related Party
Transaction. The Corporation has determined that exemptions are available from
the: (i) formal valuation requirements under MI 61-101, specifically under
Section 5.5(c), which provides an exemption for a distributions of securities of
an issuer to a related party for cash consideration in certain prescribed
circumstances; and (ii) disinterested shareholder approval requirements under MI
61-101, specifically under the corresponding provision of Section 5.7(b). 


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 intended
use of proceeds of the Private Placement. 


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.