/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, BC, Oct. 22, 2020 /CNW/ - WELL Health
Technologies Corp. (TSX: WELL) ("WELL" or the
"Company") is pleased to announce that, further to its news
release dated October 1, 2020, the
Company has completed its previously announced bought deal public
offering of 11,927,800 common shares in the capital of the Company
(each, a "Share"), including 1,555,800 Shares issued
pursuant to the over-allotment option which was exercised in full,
at a price of $6.75 per Share for
gross proceeds of $80,512,650 (the
"Offering").
![TSX: WELL (CNW Group/WELL Health Technologies Corp.) TSX: WELL (CNW Group/WELL Health Technologies Corp.)](https://mma.prnewswire.com/media/1318245/WELL_Health_Technologies_Corp__WELL_Health_Completes__80_5_Milli.jpg)
Hamed Shahbazi, Chairman and CEO
of WELL, commented, "We wish to thank the investment community who
has once again shown us tremendous support in our quest to empower
doctors and patients with technology to improve health
outcomes. We have a substantial and compelling pipeline of
potential acquisition opportunities and these funds will allow us
to continue on our journey to consolidate and modernize clinical
and digital assets within the primary healthcare sector, using a
disciplined capital allocation strategy."
The Company intends to use the net proceeds from the Offering
for the following purposes: (i) to execute on its inorganic growth
strategy and finance the acquisition of additional clinical and
digital assets; and (ii) as general working capital, including for
payroll, professional fees, information technologies and other
general operating costs.
Eight Capital and Stifel GMP acted as co-lead underwriters of
the Offering with a syndicate that also included Scotiabank,
Canaccord Genuity Corp., Desjardins Securities Inc., Laurentian
Bank Securities Inc., PI Financial Corp., Beacon Securities
Limited, Echelon Wealth Partners Inc., Haywood Securities Inc., and
Paradigm Capital Inc. The Company paid the underwriters a cash
commission equal to 5.0% of the gross proceeds from the Offering
(2.5% in respect of the gross proceeds raised from purchasers on
the president's list).
The Offering included participation from the extended management
team (including the Company's CEO and CFO) in the aggregate of
138,400 Shares. Accordingly, the Offering constitutes a
"related party transaction" as such term is defined in Multilateral
Instrument 61-101 – Protection of Minority Security Holders in
Special Transactions ("MI 61-101"), which requires that
the Company, in the absence of exemptions, obtain a formal
valuation for, and minority shareholder approval of, the related
party transaction. The Offering will be exempt from the valuation
and the minority shareholder approval requirements of MI 61-101 by
virtue of the exemptions contained in section 5.5(a) and 5.7(1)(a),
respectively, as the fair market value of the consideration for the
Shares issued to "related parties" is not more than 25% of the
Company's market capitalization. As the material change report
relating to the completion of the Offering will be filed on SEDAR
less than 21 days before the completion of the Offering, there is a
requirement under MI 61–101 to explain why the shorter period is
reasonable or necessary in the circumstances. In the view of the
Company, such shorter period is reasonable and necessary in the
circumstances because the Company wished to complete the Offering
in a timely manner.
The securities being offered have not been, nor will they be,
registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States or to, or for the account or
benefit of, U.S. persons absent registration or an applicable
exemption from the registration requirements. This press release
shall not constitute an offer to sell or the solicitation of an
offer to buy nor shall there be any sale of the securities in any
state in which such offer, solicitation or sale would be
unlawful.
WELL HEALTH TECHNOLOGIES CORP.
Per: "Hamed
Shahbazi"
Hamed Shahbazi
Chief Executive Officer, Chairman and Director
About WELL Health Technologies Corp.
WELL is an omni-channel digital health company whose overarching
objective is to empower doctors to provide the best and most
advanced care possible while leveraging the latest trends in
digital health. As such, WELL owns and operates 20 primary
healthcare clinics, is Canada's
third largest digital Electronic Medical Records (EMR) supplier
serving over 2,000 medical clinics, operates a leading national
telehealth service and is a provider of digital health and
cybersecurity related technology solutions. WELL is an acquisitive
company that follows a disciplined and accretive capital allocation
strategy. WELL is publicly traded on the Toronto Stock Exchange
under the symbol "WELL". WELL was recognized as a TSX Venture 50
Company three years in a row in 2018, 2019 and 2020. To access the
Company's telehealth service, visit: virtualclinics.ca and for
corporate information, visit: www.well.company.
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 that the
Company has a substantial and compelling pipeline of potential
acquisition opportunities and these funds will allow the Company to
continue on its journey to consolidate and modernize clinical and
digital assets within the primary healthcare sector, using a
disciplined capital allocation strategy. 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 proceeds of the Offering may need to 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 Toronto Stock Exchange nor its Regulation Services
Provider (as that term is defined in policies of the Toronto Stock
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
SOURCE WELL Health Technologies Corp.