MTBC, Inc. (NasdaqGM:MTBC) acquired CareCloud Corporation on January 8, 2020. MTBC acquired CareCloud on a cash-free, debt-free basis, with neutral working capital. The total consideration for the merger paid at closing was $17 million in cash and 0.76 million shares of MTBC, Inc's 11% Series A Cumulative Redeemable Perpetual Preferred Stock. The merger agreement provides that if CareCloud's 2020 revenues exceed $36 million, there will be an earn-out payment to the seller equal to such excess, up to $3 million. Additional consideration included warrants to purchase 2 million shares of the MTBC, Inc's common stock, 1 million of which has an exercise price per share of $7.5 and a term of two years, and the second million of which has an exercise price per share of $10 and a term of three years. Following the merger, CareCloud will be surviving as a wholly owned subsidiary of MTBC, Inc. Consummation of the merger was subject to certain customary conditions, including, without limitation, the adoption of the merger agreement and approval of the merger by the affirmative vote or consent of the holders of a majority of the outstanding shares of CareCloud's Series A-1 Preferred Stock, voting together on an as-converted to common stock basis, and a majority of the outstanding shares of CareCloud's Class A Common Stock and the Series A-1 Preferred Stock, voting together on an as-converted to common stock basis and approval of shareholders of CareCloud Corporation. The cash consideration will be used to repay CareCloud's bank and other indebtedness, current liabilities and transaction expenses, and the remaining cash consideration will be paid to the seller.

Canaccord Genuity Group Inc. acted as financial advisor to CareCloud and its Board of Directors in connection with the transaction. Curtis L. Mo of DLA Piper LLP (US) acted as legal advisor to CareCloud Corporation. David Song of Song P.C. acted as a legal advisor to MTBC, Inc.

MTBC, Inc. (NasdaqGM:MTBC) completed the acquisition of CareCloud Corporation for $34.2 million on January 8, 2020. The total consideration for the merger includes cash of $11.853 million, preferred shares of $10 million, Warrants $0.3 million and Contingent consideration of $3 million.