/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, Oct. 7, 2019 /CNW/ – WELL Health Technologies Corp. (TSX.V: WELL) (“WELL” or the “Company“), a company focused on consolidating and modernizing clinical and digital assets within the primary healthcare sector, is pleased to announce that, further to its news release dated August 15, 2019, on October 4, 2019, the Company received a receipt (the “Final Receipt“) for its final short form prospectus dated October 4, 2019 (the “Prospectus“). The Prospectus qualifies the distribution of an aggregate of 10,350,000 common shares of the Company (the “Shares“), which are issuable for no additional consideration upon the exercise or deemed exercise of 10,350,000 special warrants (the “Special Warrants“) sold in an underwritten private placement offering completed by the Company on August 15, 2019 (the “Offering“). The Special Warrants were sold at a price of $1.45 per Special Warrant for aggregate gross proceeds of $15,007,500.
Pursuant to a special warrant indenture dated August 15, 2019 between the Company and Computershare Trust Company of Canada, the Special Warrants will be automatically exercised into Shares, without payment of any additional consideration, on the fifth business day after the date on which the Final Receipt is received by the Company. As the Final Receipt was received by the Company on October 4, 2019, the Company expects that the deemed exercise of the Special Warrants will occur on October 11, 2019.
For more information on the Offering, please refer to the Prospectus, as well as the Company’s news release dated August 15, 2019, available on the Company’s profile on SEDAR at www.sedar.com.
This new release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
WELL HEALTH TECHNOLOGIES CORP.
Per: “Hamed Shahbazi”
Chief Executive Officer, Chairman and Director
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 wholly owns and operates 19 medical clinics and provides digital Electronic Medical Records (EMR) software and services to 852 medical clinics across Canada. WELL’s overarching objective is to empower doctors to provide the best and most advanced care possible leveraging the latest trends in digital health. 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.
This news release may contain “forward-looking statements” within the meaning of applicable Canadian securities laws, including, without limitation, the expectation that the Special Warrants will automatically be exercised on October 11, 2019. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties, and contingencies. 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. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause future results, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future performance. WELL’s statements expressed or implied by these forward-looking statements are subject to a number of risks, uncertainties, and conditions, many of which are outside of WELL ‘s control, and undue reliance should not be placed on such statements. Forward-looking statements are qualified in their entirety by the inherent risks and uncertainties surrounding the Transaction, including: that WELL’s assumptions in making forward-looking statements may prove to be incorrect; adverse market conditions; risks inherent in the primary healthcare sector in general; that future results may vary from historical results; and that market competition may affect the outcome of the business, results and financial condition of WELL. Except as required by securities law, WELL does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, events or otherwise.
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.