/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN
CANADA ONLY AND IS NOT INTENDED
FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR DISSEMINATION IN THE
UNITED STATES./
VANCOUVER, June 13, 2019 /CNW/ - WELL Health
Technologies Corp. (TSX-V: WELL) ("WELL" or the "Company")
announced today that it has closed its previously announced bought
deal private placement offering, including the exercise in full of
the underwriters' over-allotment option. A total of $10,500,000 aggregate principal amount of senior
unsecured convertible debentures (the "Convertible Debentures") of
the Company were sold at a price of $1,000 per Convertible Debenture (the
"Offering"), with $9,500,000
aggregate principal amount of Convertible Debentures issued on the
date hereof and a further tranche of $1,000,000 aggregate principal amount of
Convertible Debentures to be issued on or before June 20, 2019, subject to receipt of funds.
The net proceeds of the Offering are expected to be used for
future acquisitions, including the potential acquisition of KAI
Innovations announced on May 30,
2019, organic growth investments, working capital and
general corporate purposes.
Hamed Shahbazi, CEO and Chairman,
stated "We are very pleased with the outcome of the Offering and to
be attracting a number of new institutional investors to the
opportunity across clinical and digital healthcare.".
The Convertible Debentures were sold on a bought deal private
placement basis pursuant to an underwriting agreement between the
Company and a syndicate of underwriters led by GMP Securities L.P.
and including Beacon Securities Limited, Eight Capital Corp.,
Gravitas Securities Inc., Haywood Securities Inc. and PI Financial
Corp.
Certain officers of the Company (including the CFO and CEO who
subscribed for amounts of $150,000
and $100,000 respectively) purchased
or acquired direction and control over $350,000 aggregate principal amount of
Convertible Debentures under the Offering. Additionally, Mr.
Li Ka-shing agrees to acquire
$500,000 aggregate principal amount
of Convertible Debentures. The placement to those persons
constitutes a "related party transaction" within the meaning of the
TSX Venture Exchange Policy 5.9 and Multilateral Instrument -
61-101 - Protection of Minority Security Holders in Special
Transactions ("MI 61-101") adopted in the Policy. The Company
has relied on exemptions from the formal valuation and minority
shareholder approval requirements of MI 61-101 contained in
sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of related
party participation in the Offering as neither the fair market
value (as determined under MI 61-101) of the subject matter of, nor
the fair market value of the consideration for, the transaction,
insofar as it involved related parties, exceeded 25% of the
Company's market capitalization as determined under MI 61-101).
The Debentures and any common shares issuable upon conversion or
exercise thereof, as applicable, are subject to a statutory hold
period lasting four months and one day following the closing
date.
Contact:
WELL HEALTH TECHNOLOGIES CORP.
Per: "Hamed Shahbazi"
Hamed Shahbazi
Chief Executive Officer, Chairman and Director
About WELL Health Technologies Corp.
WELL is a unique company that operates Primary Healthcare
Facilities as well as a significant EMR or Electronic Medical
Records business that supports the digitization of such clinics.
WELL's overarching objective is to empower doctors to provide the
best and most advanced care possible leveraging the latest trends
in digital health. In the last 12 months, WELL physicians served
approximately 600,000 patient visits through its network of 19
medical clinics. WELL is publicly traded on the TSX Venture
Exchange under the symbol WELL.V. WELL was recognized as a TSX
Venture 50 Company in 2018 and 2019.
Notice Regarding Forward Looking Statements
Certain statements in this news release related to the Company
are forward-looking statements and are prospective in nature.
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", "could", "intend",
"estimate", "plan", "anticipate", "expect", "believe" or
"continue", or the negative thereof or similar variations.
Forward-looking statements in this news release include statements
regarding the intended use of proceeds of the Offering and WELL's
opportunity to consolidate and modernize primary healthcare
facilities. There are numerous risks and uncertainties that could
cause actual results and WELL's plans and objectives to differ
materially from those expressed in the forward-looking information,
including: (i) adverse market conditions; (ii) risks inherent in
the primary healthcare sector in general; (iii) that the second
tranche of the Offering will close for gross proceeds of
$1,000,000 or at all; and (iv) that
the proceeds of the Offering may be used other than as set out in
this news release and other factors beyond the control of the
Company. Actual results and future events could differ materially
from those anticipated in such information. These and all
subsequent written and oral forward-looking information are based
on estimates and opinions of management on the dates they are made
and are expressly qualified in their entirety by this notice.
Except as required by law, the Company does not intend to update
these forward-looking statements.
Neither the 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.
SOURCE WELL Health Technologies Corp.