WELL Health Technologies Corp (TSXV:WELL)

Summary

Backed by legendary investor and business magnate Sir Li Ka-shing, WELL (TSXV: 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 hundreds of thousands of patient visits per year through its network of clinics. WELL uses a proven deep-value based M&A strategy in order to drive enhanced shareholder value. Target acquisitions are either location based medical clinic practices or digital health software and technology companies. WELL aims to positively impact health outcomes by leveraging technology to empower and support patients and doctors. WELL Health Technologies was recognized as a TSX Venture 50 Company in 2018.

Market Overview

Company Background

The Company was incorporated under the Business Corporations Act (British Columbia) on November 23, 2010. The head office and registered office of the Company are located at Suite 200 – 322 Water Street, Vancouver, BC, V6B 1B6.

Backed by legendary investor and business magnate Sir Li Ka‐shing, WELL owns and operates Primary Healthcare Facilities and an Electronic Medical Record service provider in Canada. WELL's overarching objective is to empower primary care doctors to provide the best and most advanced care possible while 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's digital business provides EMR and EMR hosting services to more than 220 clinics, supporting more than 2,000 physicians and medical professionals, and 4.95M patients. 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.

WELL aims to positively impact health outcomes by leveraging technology to empower and support patients and doctors. WELL aims to positively impact health outcomes by leveraging technology to empower and support patients and doctors.

The Company has made the following acquisitions:
February 2018 – 6 primary health care clinics all located in BC lower mainland. Circle Medical Inc. (“Circle”) November 2018 – US strategic healthcare investment. November 2018 – 13 primary health care clinics all located in BC lower mainland. January 2019 – NERD EMR Services Ltd and Butterfly Medical Limited (collectively referred to as “NERD”), entities that provide software as a service (“SaaS”) to primary health care clinics.

In February 2019, the Company was ranked 2nd in Diversified Industries on the 2019 TSX Venture 50. .https://www.tmxmoney.com/en/investor_tools/venture50.html

The 2019 TSX Venture 50 is a ranking of the top performers on the TSX Venture Exchange over the last year. The ranking is comprised of 10 companies from each of the five industry sectors, selected based on three equally weighted criteria which are market capitalization growth, share price appreciation, and trading volume amount.

Highlights

The Company’s publicly disclosed Financials Statements and associated Management Discussion and Analyses are located on www.sedar.com.
Acquisitions:
  • Initial six clinics: Total acquisition price – $3.527M (plus $333K performance payout) with brokered financing
  • Second 13 clinics:  Total acquisition price – $6.35M non brokered.
  • NERD:  Total acquisition price - $2.55M non brokered.
Financing:The 3 most recent rounds are as follows:
  • February 2019 - $2.7M – non-brokered, management and strategic investors.
  • April 2018 - $7.3M - non-brokered, management and strategic investors.
  • January 2018 - $4.5M – brokered financing.

Share Structure

As of February 26, 2019*
Shares outstanding - Basic               91,025,366
Options                 5,122,774
LTIP - Restricted Share Units                 2,762,000
LTIP - Performance Share Units                     450,000
Warrants                 4,004,031
Fully Diluted               99,360,140
*Includes all announced issuances.

Other Information

WELL currently has approximately 180 general practitioners at its 19 locations providing approximately 600,000 patient visits a year.  NERD provides OSCAR EMR (electronic medical record) services to approximately 230 clinics, most of which are located in the province of British Columbia.  Well expect the clinics to generate revenue in excess of $27M on an annual basis.  Insurable services represent approximately 89% of revenue while the balance represents non-insurable services.  Approximately 70% of healthcare revenue is paid to physicians for their services. Annual SaaS revenue to non-WELL clinics is expected to exceed $650Kpa.The Company’s strategy can be summarized as follows:
  1. Acquiring additional scale across both clinical and digital operations.
  2. Establishing best in class shared services to optimize synergies across all operations.
  3. Leveraging technology assets and capabilities to modernize clinical operations to benefit doctors & patients, which in turn drives improved margins.
  4. Offering WELL/NERD customers new digital upgrades that have been proven to drive enhanced efficiencies in WELL’s own clinics.
  5. Executing on a disciplined and highly accretive capital allocation program.
In addition, the Company is using its existing assets as foundation to identify and provide allied healthcare services such as woman’s health, cosmetic, virtual heath care (telehealth), specialty consultations and dermatology.  Future opportunities include sleep apnea, executive health care, provision of a patient portal (PHR), artificial intelligence (AI) for health care applications and others.

Management Profiles

WELL has a proven Management Team and Board that has the technology expertise to execute on a meaningful technology roadmap with a combined 50+ years of experience in starting, growing, and scaling business concepts, M&A and restructuring/integrations.

Details of the Company’s management and Board of Director’s can be found online as follows: https://well.company/management---board.html

Hamed Shahbazi

Chairman & CEO

  • 20+ years of Experience as technology focused operator
  • Founded TIO Networks (TSXV:TNC) as a kiosk solution provider in 1997 and has transitioned it into a multi-channel payment solution provider specializing in bill payment and other financial services. TIO Networks was acquired by PayPal (Nasdaq: PYPL) for CAD$304 million (Jul 2017).
  • Has extensive strategic Mergers & Acquisitions and Divestitures experience as an operator (eg. TIO) and board member (BroadbandTV, WELL, etc) with more than a dozen successful transactions.
  • He is a passionate advocate of impact entrepreneurship where new companies aim to do well by doing good, which he promotes as the role of an “Impactreneur”. He regularly mentors founders and entrepreneurs of early stage companies.The Cantech Letter named Mr. Shahbazi the TSX Venture Tech “Exec of the Year” (2014 – 2016) and TIO the TSX Venture Tech “Stock of the Year” (2014 – 2015). More recently, he is a winner of Business in Vancouver CEO of the Year, mid-market category (2017) and EY Entrepreneur of the year, financial service category (2017).

Brian Levinkind

Chief Financial Officer

  • Over 20 years of experience as a Chartered Accountant (now CPA), both public & private. Brian has been involved in the planning, structuring and implementation of numerous financings, mergers, acquisitions and corporate reorganizations
  • Former equity partner at Grant Thornton LLP in Canada, specializing in tax and mergers and acquisitions. Brian has also held management positions at HSBC and KPMG
  • Extensive Chief Financial Officer experience in the healthcare and clean energy sectors

Dr. Michael Frankel

Chief Medical Officer

  • Graduate of the University of the Witwatersrand in Johannesburg, South Africa, completing his internship at Addington Hospital in Durban, South Africa
  • He came to Canada in 1990, where he initially worked as a General Practitioner in Northern Manitoba. He moved to Vancouver in 1991 and initially worked as a Clinical Assistant in Pediatric Oncology at the BC Children's Hospital
  • Since 1992, Dr. Frankel has worked as a General Practitioner in the Lower Mainland. He owns and operates a portfolio of successful Primary Healthcare facilities, as well as continuing to be a practicing physician

Amir Javidan

Chief Operating Officer

  • 15+ years experience as a technology and operations executive involved in 2 successful exits
  • Previously COO at TIO Networks, joining the company in 2014 to help the business scale through an aggressive M&A strategy. Within 3 years, TIO acquired 3 companies, increased revenue from ~$30 million to $100+ million, grew market cap 4x, and was acquired by PayPal for $304 million (July 2017)
  • Held a variety of key roles at Avigilon (most recently as VP, Customer Service and IT) going from stealth mode startup to public company with a market cap > $1 billion. Focused on operational efficiencies that enabled the business to scale though hyper-growth ($0-$100 million in revenue in 5 years)

Eva Fong

SVP M&A and Business Transformation

  • 20+ years of experience including Fortune 500 public company management, M&A, corporate strategy development, risk and compliance, finance and business shared services programs.
  • Held senior leadership positions in various high tech sectors including PayPal, TIO Networks, SAP, 360networks leading business units and building best in class corporate culture.
  • a Chartered Professional Accountant in Canada and holds a fellowship at the Association of Certified Chartered Accountant in UK. She is an advocate of women in leadership and a frequent speaker at various associations.

Chris Ericksen

SVP Strategic Partnerships & Marketing

  • 17+ years of experience in technology with a focus on business development, sales, and marketing.
  • From January 2001, until it was acquired by PayPal (Nasdaq:PYPL) in 2017, served as TIO Networks Corp’s (TSXV:TNC) SVP Business Development, EVP POS Payments, and finally Chief Revenue Officer responsible for leading the company’s sales and business development teams.
  • Considerable design and marketing experience (Owner of Ericksen Design Group – pre-2001)
  • Extensive business management, sales & marketing, business & product development experience as a member of TIO Networks’ core management team.

Makiko Deniz

HR & Office Manager

  • 20+ years of work experience in complex and high impact administrative duties for the CEO, administration of Payroll & Benefit in a public company, and Relationship Manager in the cruise industry
  • Served as Executive Assistant for Hamed at TIO, and worked very closely with Senior Executive team on a number of M&A acquisitions and integration projects and spent 9 years at Seas with Royal Caribbean Cruise Line as Chief Purser and Crew Relations Manager
  • She is an advocate of building corporate culture, led the culture committees at TIO and the cruise ships for over 12 years.

Mike Thompson

General Manager, NerdEMR

  • Mike is a co-founder of NerdEMR with over 10 years of experience managing and supporting the open-source OSCAR EMR, and has driven organic growth of its customer base.
  • Provided four years of technical expertise to the Atlas Project as part of the Large Hadron Collider at CERN, splitting his time between UBC Vancouver and CERN in Geneva, Switzerland.
  • He holds a Bachelor degree in Economics and Political Science from Thompson Rivers University.

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