Healwell AI Inc. (TSX:AIDX) entered into an agreement to acquire Intrahealth Systems Limited from WELL Health Technologies Corp. (TSX:WELL) for approximately CAD24.2 million on January 25, 2024. As part of transaction, consideration of approximately CAD24.2 million, to be paid by HEALWELL is as follows: (i) CAD3.6 million paid in cash on closing; (ii) CAD15 million in Class A subordinated voting shares of HEALWELL (the ?Shares?) issued at closing at a deemed price of CAD0.69 per Share based on the volume weighted average price of the Shares for the five trading days immediately preceding the date of this press release, which will result in the issuance of approximately 21.7 million Shares; and (iii) CAD5 million to be paid out over the following 10 months in either cash or Shares, at WELL?s discretion, which if such amount was paid in Shares at CAD0.50, CAD0.70 or CAD0.90 per Share would result in the issuance of 10.0 million, 7.1 million or 5.6 million Shares, respectively, to WELL representing approximately 8.4%, 6.1% or 4.9%, respectively, of the issued and outstanding voting securities of HEALWELL after such issuance. WELL will also pay an earnout to the prior owners of Intrahealth of approximately CAD0.6 million due in May 2024. The Transaction will also result in WELL becoming a new control person of HEALWELL, which currently holds approximately 1.0 million Shares, representing 1.1% of the issued and outstanding voting securities of HEALWELL, holding between 22.7 million and 32.7 million Shares based on the foregoing, representing 20.7% and 27.3% of the issued and outstanding voting securities of HEALWELL, respectively, after the Transaction is completed. Dr. George Christodoulou and Dr. Sven Grail are also control persons of HEALWELL holding 16.5 million and 15.6 million of the Class A Shares, respectively, and 15.4 million and 15.6 million of the Class B voting shares of HEALWELL, respectively, representing 15.1% and 14.2% of the issued and outstanding voting securities of HEALWELL, respectively. The independent directors of the Healwell AI Inc. have unanimously approved the Transaction. The Transaction is expected to close on or about February 1, 2024. Grant Thornton Corporate Finance, LLC acted as financial advisor to Healwell AI Inc.

Healwell AI Inc. (TSX:AIDX) completed the acquisition of Intrahealth Systems Limited from WELL Health Technologies Corp. (TSX:WELL) on February 1, 2024.