- WELL completes acquisition of two private companies, Nerd EMR
Services Ltd. ("NerdEMR") (which stands for Northwest
Electronics Records and Design) and Butterfly Medical Limited
("Butterfly")
- NerdEMR provides SAAS (software as a service) to approximately
220 medical clinics with OSCAR EMR
services. OSCAR means "Open Source Clinical Application
Resource", originally developed by McMaster
University
- NerdEMR's system supports approximately 2,000 registered
practitioners, 1,700 staff and 4.85M
registered patients
- NerdEMR's founders and team led by Mike
Thompson and Pat Morphy have
joined WELL's Technology team
- Butterfly owns certain intellectual property relating to the
growth and consolidation of EMR companies related to the OSCAR
platform
VANCOUVER, Jan. 2, 2019
/CNW/ - WELL Health Technologies Corp. (TSX.V: WELL) (the
"Company" or "WELL"), a company focused on
consolidating and modernizing clinical and digital assets within
the primary healthcare sector, is pleased to announce, further to
its news release dated November 15,
2018, it has acquired all of the issued and outstanding
shares of NerdEMR and Butterfly (the "Transaction").
NerdEMR provides OSCAR EMR services
to approximately 220 clinics, most of which are located in the
province of British Columbia.
"We're very pleased to have the talented team at NerdEMR join
the WELL family" said Hamed
Shahbazi, Founder and CEO of WELL, "To our knowledge,
NerdEMR is the largest OSCAR service provider in Western Canada and a fantastic platform for
WELL to establish and grow its digital health business.
Perhaps most importantly, we believe that close collaboration
between our clinical and digital business units will allow us to
materially augment the patient journey and support our physician
partners to drive to better outcomes."
In consideration for the acquisition of NerdEMR and Butterfly,
the Company paid an aggregate purchase price of $2,550,000 to the shareholders thereof,
consisting of: (i) a cash payment upon closing of the Transaction
of $1,275,000 (7.5% of which is
subject to a holdback to be released after 3 months); (ii) the
issuance of 1,275,000 common shares of the Company at a deemed
price of $0.50 per share; and (iii) a
time‐based earn‐out of $637,500
payable quarterly over 3 years.
"We are thrilled to be joining the incredible team at WELL" said
Mike Thompson, Co-founder and CEO of
NerdEMR, "We share a vision of improving medical practice
efficiency and patient outcomes, while leveraging emerging
technologies and tools to empower our patients and streamline
clinical workflows for our caregivers. We're excited to see what we
will achieve together."
All shares issued in the transaction are subject to a restricted
period of four months and one day. There were no finder's
fees paid in connection with the Transaction.
WELL HEALTH TECHNOLOGIES CORP.
Per:
|
"Hamed
Shahbazi"
|
|
Hamed
Shahbazi
|
|
Chief Executive
Officer, Chairman and Director
|
About "WELL"
Backed by legendary investor and business magnate Sir
Li Ka‐shing, WELL owns and operates
Primary Healthcare Facilities in Canada. WELL's overarching
objective is to empower primary care doctors to provide the best
and most advanced care possible leveraging the latest trends in
digital health. WELL physicians serve approximately 600,000
patient visits per year through its network of 19 medical
clinics. WELL is publicly traded on the TSX Venture Exchange
under the symbol WELL.V. WELL Health Technologies was
recognized as a TSX Venture 50 Company in 2018.
About "NERD" EMR
NerdEMR is the largest and most trusted OSCAR service provider
in British Columbia. NerdEMR
serves approximately 220 clinics most of which are all in BC with
SAAS (software as a service) products and services based on
OSCAR. OSCAR is the "Open Source Clinical Application
Resource" developed by McMaster
University that was first developed at McMaster University by Dr. David Chan. It is continuously enriched by
contributions from OSCAR users and the Charter of OSCAR Service
Providers that support them.
Neither TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
FORWARD-LOOKING INFORMATION AND DISCLAIMERS
This news release contains certain forward‐looking statements
and information (collectively, "forward looking statements") within
the meaning of applicable Canadian securities
laws. Forward‐looking statements are not based on
historical facts, but rather on current expectations and
projections about future events, and are therefore subject to risks
and uncertainties which could cause actual results to differ
materially from the future results expressed or implied by the
forward‐ looking statements. These statements generally can be
identified by the use of forward‐looking words such as "may",
"should", "will", "could", "intend", "estimate", "plan",
"anticipate", "expect", "believe" or "continue", or the negative
thereof or similar variations. Although WELL believes
that the expectations reflected in such forward‐ looking
statements are reasonable, such statements involve risks and
uncertainties that may cause actual results or events to differ
materially from those anticipated and no assurance can be given
that these expectations will be realized, and undue reliance should
not be placed on such statements. Such statements are
qualified in their entirety by the inherent risks and uncertainties
surrounding the Company and its business as set out in the
Company's Management Discussion and Analysis filed on SEDAR.
Forward-looking statements and information are based on the
beliefs, assumptions and expectations of WELL's management on the
date of this news release, and WELL does not assume any obligation
to update any forward-looking statement or information should those
beliefs, assumptions or expectations, or other circumstances
change, except as required by securities law.
SOURCE WELL Health Technologies Corp.