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MKI The Medipattern Corp.

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Share Name Share Symbol Market Type
The Medipattern Corp. TSXV:MKI TSX Venture Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0 -

Medipattern and MYTRAK Combine to Launch Personalized Mobile Health Solutions for the Management of Metabolic Syndrome

28/05/2012 11:30am

Marketwired Canada


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

Attention: Business/Financial Editors 

The Medipattern Corporation ("Medipattern") (TSX VENTURE:MKI), announced today
that it has signed a binding letter agreement (the "Transaction") with MYTRAK(R)
Health System Inc. ("MYTRAK") to combine their technologies and launch a new
personalized mobile health business called MyTrak Personal Health Solutions,
focusing on monitoring physical activity for the management of Metabolic
Syndrome. This will be achieved by leveraging MYTRAK's proven wearable mobile
technology platform which complements Medipattern's core proprietary
cardiovascular visualization and image analysis business launched in by
Medipattern in June, 2011. Metabolic Syndrome is a group of medical risk factors
that, when occurring together, indicate that an individual is at elevated risk
to developing cardiovascular disease and/or diabetes. Medipattern will acquire
MyTrak's Mobile Technology Business Unit including intellectual property and
patented technology through this transaction. 


"The Transaction is expected to be highly accretive for Medipattern shareholders
as the potential market for the MyTrak Personal Health Solutions is a
multi-billion dollar industry. The market for wireless wearable devices is
expected to hit 165 million units by 2017 according to industry analysts ABI
Research while the medical component is estimated to have an annual compound
growth rate of 65%. The mobile health market is being driven in the United
States by wide spread adoption of devices with over 50% of people already using
a mobile device. The Pew Research Center, Internet and American Life Project,
reports that 17% of US mobile phone users are already accessing health
information on their mobile devices with an estimated 44 million health apps
having been downloaded in 2011," stated Jeff Collins, President and CEO of
Medipattern.


Smart Coach uses personal biometric information such as age, sex, weight, height
as well as the user's lifestyle information such as job description, smoker
status, physical fitness level, Activities of Daily Living (ADLs) and any injury
or malady information. With all such information uploaded to a host server,
accessible via any wireless or hard-wired device connected to the internet,
MyTrak's technology platform enables the monitoring of physical activity,
lifestyle and nutritional habits; to provide personalized coaching and proactive
intervention to support a change in each user's individual behaviour for the
prevention and management of Metabolic Syndrome. Daily physical activity has
been proven to play a key role in reducing the risk of developing cardiovascular
disease and diabetes. 


The dramatic rise in obesity is fueling an increase in cases of diabetes and
cardiovascular disease, significantly adding to the rising cost of health care
in the U.S.(1) The estimated annual cost of diabetes in the U.S. was $174
billion in 2007, including $116 billion in direct medical costs.(2) The number
of Americans with diabetes has more than doubled since 1980, primarily due to
increases in Type 2 diabetes, which is closely associated with obesity,
inactivity and aging. The U.S. Center for Disease Control and Prevention (CDC)
now estimates that 25.8 million Americans have diabetes and that 7 million of
them do not know it.(3) In 2010, the total cost for cardiovascular disease in
the United States was estimated to be $444 billion.(4) This total includes the
cost of health care services, medications, and lost productivity. The primary
risk factors for cardiovascular disease are inactivity, obesity, diet, blood
pressure, cholesterol and family history.


"While continuing to grow our vascular business, we noticed the majority of
patients are placed in continuing follow-up care with a common theme to lose
weight, exercise daily and return for a visit in 6 months," stated Jeff Collins.
"Many of these patients are at high risk to heart attack and stroke. There are
no effective monitoring programs designed to track individual physical activity,
lifestyle, behavior, nutrition, nor progress toward the patient's personal
training program for improved health. Many doctors have asked us if there is a
way we could track these patients and compare the patient's actual performance
against their individual training program."


Collins continues, "MyTrak Personal Health Solutions will provide exactly that
solution in a patented, easy to use, effective and proven package. MYTRAK's well
established in-club technology has been deployed in nearly 4,000 health clubs
worldwide where the automated system monitors and guides people through
approximately three million workouts weekly in 21 countries. MyTrak Personal
Health Solutions will be responding to the growing concern of health plan
administrators, health practitioners, as well as employers in the United States
who are looking for technology solutions, smart phone apps, and social community
portals, each delivering intervention strategies to better engage patients and
employees in their daily health and wellness, including monitoring individual
prescriptions, weight and providing tools to enhance communications with
providers and hospitals." 


"MyTrak has successfully tackled the real need and has helped millions of people
improve their health by working out effectively using MYTRAK systems. Now, by
combining both company's technologies into a wearable mobile solution we are
confident we can help millions more who struggle with the management of their
conditions through personalized monitoring of their progress with enhanced
physical activity and better lifestyle choices," said Reed Hanoun President and
CEO of MYTRAK Health System Inc. 


The terms of the agreement (the "Transaction") include: 



1.  Medipattern will issue 11,400,000 common shares to MYTRAK or its
    shareholders on closing. Medipattern currently has 57,404,579 million
    shares issued and outstanding. 

2.  Medipattern will also pay $500,000 upon closing and an additional
    $500,000 upon satisfaction of certain milestones. 

3.  MYTRAK's key personnel and related senior management will continue to
    spearhead the MyTrak Personal Health Solutions business unit of
    Medipattern. 

4.  Medipattern has engaged Industrial Alliance Securities Inc. (the
    "Agent") to act as agent to raise, by way of private placement, at $0.25
    per common share, a minimum of $3,000,000 and a maximum of $5,000,000
    with closing expected on or before June 15th, 2012 (the "Financing").
    Under the terms of the Financing, the Agent will receive a cash
    commission representing 4% of the gross proceeds from the sale of common
    shares and broker warrants entitling the Agent to purchase up to that
    number of common shares as is equal to 8% of the aggregate number of
    common shares sold in the Financing, exercisable at $0.25 per share for
    two years from the closing date. 



Industrial Alliance Securities Inc. is a division of Industrial Alliance
Insurance and Financial Services Inc., a leading global financial services
organization. 


For more information about Industrial Alliance Securities Inc. please visit
http://www.inalco.com/english/individual/investment/securities/securities.jsp. 


Medipattern plans to use the proceeds from the proposed private placement
financing to provide working capital for its current business, including its
focus on commercializing Visualize:Vascular(TM), and upon closing of the
Transaction, to expand the business unit of MyTrak Mobile Health Solutions. 


The securities offered in the placement have not been and will not be registered
under the United States Securities Act of 1933, as amended, (the "U.S.
Securities Act"), and may not be offered or sold within the United States or to,
or for the account or benefit of U.S. persons except in certain transactions
exempt from the registration requirements of the U.S. Securities Act.


The closing of the Transaction is subject to the satisfaction of standard
closing conditions, including, but not limited to: (i) negotiation and execution
of a definitive agreement; (ii) completion of due diligence by each of
Medipattern and MYTRAK; (iii) the parties having obtained all authorizations,
approvals or waivers that may be necessary or desirable in connection with the
Transaction; (iv) the parties having complied with all warranties,
representations, covenants and agreements therein agreed to be performed or
caused to be performed on or before the closing date; (v) no action or
proceeding in law or in equity shall be pending or threatened by any person,
company, firm, governmental authority, regulatory body or agency to enjoin or
prohibit any of the transactions contemplated by the Transaction; and (vi) TSX
Venture Exchange approval of the Transaction, including the issuance of the
common shares and the Financing.




(1)Center for Disease Control and Prevention (CDC), "National Center for    
Chronic Disease Prevention and Health Promotion, Division of Nutrition,     
Physical Activity and Obesity (http://www.cdc.gov/nccdphp/dnpao/index.html):
The Obesity Epidemic" 7/22/2011.                                            
(2)American Diabetes Association, "The Cost of Diabetes" 1/26/2011.         
(3)American Diabetes Association, "Diabetes Statistics" 1/26/2011.          
(4)Center for Disease Control and Prevention (CDC), Heart Disease and       
Prevention, "Addressing the Nation's Leading Killers: At A Glance 2011"     
February 2012.                                                              



About the Medipattern Corporation: 

Medipattern(R) is a pioneer in the development of imaging software solutions
that help medical practitioners to better understand lesions and critical
anatomy. Medipattern uses its Cadenza(TM) technology to process images, finding
the salient region of interest and presenting them in 2D and 3D formats that
enhance the reader's perception. For more information, please visit the
Company's website: www.medipattern.com.


About MYTRAK Health System Inc.: 

At MYTRAK GO FOR GREEN is all about you - your health, your fitness, your way.
MYTRAK Health System Inc. is dedicated to standardizing the process of making
people healthy - guiding success by engaging and motivating people to stay
physically active at home, at work and at play through the use of our
state-of-the-art technology. The Vision of MYTRAK Health System - A healthy and
fit society, one person at a time - is based on the premise that participation
in effective physical activity is absolutely necessary to improve health and
thereby reduce health care costs for all population and age demographics. For
more information, please visit the Company's website: www.mytrak.com.


Medipattern(R) is a registered mark of The Medipattern Corporation. Cadenza(TM)
and Visualize:Vascular(TM) are trademarks of the Medipattern Corporation.
MYTRAK(R) is a registered trademark of MyTrak Health Solutions, Inc.


Forward-looking statements 

This document contains forward-looking statements relating to Medipattern's
performance, operations, or business environment. These statements are based on
what we believe are reasonable assumptions given currently available information
and our understanding of Medipattern's current activities. We have tried,
whenever possible, to identify these forward-looking statements using words such
as "anticipates," "believes," "estimates," "expects," "plans," "intends,"
"potential," and similar expressions. Forward-looking statements are not
guarantees of future performance and involve risks and uncertainties that are
difficult to predict or control. A number of factors could cause actual outcomes
and results to differ materially from those expressed in forward-looking
statements. These factors include but are not limited to those set forth in the
Company's corporate filings, (posted at www.sedar.com). In addition, these
forward-looking statements relate to the date on which they are made. The
Company disclaims any intention or obligation to update or revise any
forward-looking statements for any reason. Readers should not rely on
forward-looking statements.


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