OptimizeRx Corporation (NasdaqCM:OPRX) signed an agreement to acquire Healthy Offers, Inc. from a group of shareholders for $95 million on October 11, 2023. The cash component of the acquisition is being funded from OptimizeRx?s existing cash and short-term investments and from the proceeds of a new $40 million credit facility provided by Blue Torch Capital. Following the transaction, OptimizeRx will have approximately $12.5 million in cash and short-term equivalents available. The certain members of Medicx?s management plan to invest approximately $10.5 million of their proceeds into the Company?s common stock. Closing is expected during the fourth quarter of 2023. As on October 12, 2023, the Company announced that Stephen L. Silvestro will be appointed President of the Company effective as of the closing of the Merger. In connection with assuming his new position, Mr. Silvestro will step down as Chief Commercial Officer effective as of the closing of the Merger. The Board of directors of the Healthy Offers unanimously approved the agreement.

RBC Capital Markets, LLC served as exclusive financial advisor to OptimizeRx with respect to the acquisition of Medicx. RBC Capital Markets, LLC served as exclusive placement agent for OptimizeRx with respect to the Blue Torch Capital financing. Blank Rome LLP acted as legal advisor to OptimizeRx for both the acquisition and the financing. Tom O'Connor of Canaccord Genuity served as financial advisor and Weiss Brown provided legal counsel to Medicx.

OptimizeRx Corporation (NasdaqCM:OPRX) completed the acquisition of Healthy Offers, Inc. from a group of shareholders on October 24, 2023. The two companies will operate independently through 2023 with full integration during the first quarter of 2024. With the closing of the Medicx acquisition, the Company will expand its executive team with the addition of Medicx?s President, Theresa Greco, becoming the Chief Commercial Officer of OptimizeRx. Theresa will lead commercial strategy and execution for the Company and report directly to Steve Silvestro. Steve Silvestro will step into a new role as President, leading all aspects of corporate strategy and daily business management. No other leadership changes will occur at the executive level.