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H-Source Announces Unsecured Convertible Debenture Financing

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

VANCOUVER , May 10, 2019 /CNW/ - H-Source Holdings Ltd. (TSX-V: HIS; OTCQB: HSCHF) (the "Company" or "H-Source") wishes to announce a non-brokered financing of unsecured convertible debentures ("Debentures") in the principal amount of up to US$2,500,000 (before OID as defined below) (the "Offering").

The Debentures will mature on the date that is twelve months from the date of issuance (the "Issue Date") and bear interest at a rate of 12% per annum, calculated and paid monthly in arrears commencing on the day that is 30 days from the Issue Date, on the earlier of (i) the Maturity Date or (ii) at the election of the holder and will have an original issuer discount equal to 10% of the Principal Amount (the "OID").

The principal amount and any accrued and unpaid interest on the Debenture may be convertible into common shares in the capital of the Company (the "Shares"), in whole or in part, at any time following the Issue Date but on or before the Maturity Date at a conversion price of US$0.06 per Share.

The Debentures and the Shares issuable upon the conversion of the Debentures will be subject to a statutory resale restriction for four months and one day from the date of closing.

H-Source may pay finder's fees in accordance with TSX Venture Exchange policies.

The Company intends to use the proceeds of the financing for general corporate purposes.

The offering of the Debentures is subject to the receipt of all necessary approvals, including the final approval of the TSX Venture Exchange.

The Debentures will not be listed or posted for trading on any exchange.

About H-Source Holdings Ltd.

H-Source Holdings Ltd. is a technology company operating within the healthcare industry through its wholly owned subsidiary, H-Source, Inc. The Company has developed a transaction platform that provides a private, secure and trusted marketplace for member hospitals to buy, sell and transfer excess inventory supplies and capital equipment with each other. Member hospitals can conduct secure transactions within Integrated Delivery Networks, complete H-Source network or customize their own group hospitals using H-Source's built-in filters. This marketplace network is specifically designed to reduce health care costs and medical product waste. For more information, please visit http://h-source.com/

On behalf of the board of directors of H-Source Holdings Ltd.

"John Kupice"          
John Kupice
CEO and Director

CAUTIONARY DISCLAIMER STATEMENT:

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this release.

Information set forth in this news release contains forward-looking information and statements that are based on assumptions as of the date of this news release. These statements reflect management's current estimates, beliefs, intentions and expectations. They are not guarantees of future performance. The terms and phrases "goal", "commitment", "guidance", "expects", "would", "will", "continuing", "drive", "believes", "indicate", "look forward", "grow", "outlook", "forecasts", "intend", and similar terms and phrases are intended to identify these forward-looking statements, including but not limited to statements regarding the Offering, receipt of all regulatory approvals related to the Offering and the use of proceeds thereof. The Company cautions that all forward looking information and statements are inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company's control. Such factors include, among other things: risks and uncertainties relating to the Company's ability to receive all necessary regulatory approvals for the Offering. Accordingly, actual and future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward looking information. Except as required under applicable securities legislation, the Company undertakes no obligation to publicly update or revise forward-looking information.

This news release does not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Debentures and the Shares which may be issued on exercise thereof 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 in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.

SOURCE H-Source Holdings Ltd.


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