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WELL Health Completes Acquisition of Adracare, Expanding into New Health Markets Around the Globe

Vancouver, BC and Toronto, ON – January 4, 2021 - WELL Health Technologies Corp. (TSX: WELL) (“WELL” or the “Company”), a company focused on consolidating and modernizing clinical and digital assets within the healthcare sector, is pleased to announce:

  • WELL has completed its previously announced acquisition of all the issued and outstanding shares of Adracare Inc. (“Adracare”).
  • Adracare is a comprehensive omni-channel practice management platform serving over 6,800 allied healthcare practitioners in five countries.  Adracare’s largest customer sectors include mental health, medicinal cannabis, and physical therapy.
  • The Adracare platform was built to support providers of all sizes from SMB to large enterprises, including some of the largest physiotherapy and medicinal cannabis companies in Canada who use and private label the Adracare platform to support their customers.
  • Adracare is expected to be immediately accretive to WELL as it is expected to generate annualized revenue of close to $2 million[1] and be profitable on an EBITDA[2] basis.

Hamed Shahbazi, Chairman and CEO of WELL commented, “We are delighted to welcome Adracare to the WELL family.  Adracare’s unique telehealth enabled practice management platform has already demonstrated strong success with some of Canada’s most recognized brands.   Adracare helps WELL expand into net new markets such as mental health and medicinal cannabis.  Additionally, we are thrilled to be growing WELL’s footprint of customers beyond North America into the United Kingdom, Australia and New Zealand where Adracare is supporting customers.”

In consideration for the acquisition of Adracare, the company paid a purchase price of approximately CAD $4,750,000 in cash, subject to adjustments and holdbacks.  Based on its current revenue run-rate and recently signed contracts, WELL expects Adracare to generate annualized revenue of close to CAD $2 million(1) and be profitable on an EBITDA(2) basis.   

Based in Toronto, Ontario, Adracare is engaged in the business of providing secure clinic management, telehealth and practice management software related services to clients in five countries.  Adracare’s software supports various practices including mental health, physiotherapy, nutrition, medicinal cannabis, audiology and speech pathology, and occupational health.  Through its software, medical professionals are able to connect with patients anytime through Adracare’s all-in-one, virtual HIPAA-compliant platform.  Furthermore, Adracare's platform allows providers and patients to interact with the company's services via apps provided through Apple iOS and the Google Play App Stores.  The Adracare platform booked more than 93,000 appointments in the last quarter supporting more than 179,000 patients.  The company will continue to be operated by its current CEO, Olivier Giner.

“The Adracare team is thrilled to be joining WELL and contributing to WELL’s mission of positively impacting health outcomes by leveraging technology,” said Oliver Giner, CEO of Adracare.  “Our multifaceted and highly capable platform is a perfect complement to WELL’s ecosystem of growing EMR[3], telehealth, and allied health businesses.”

Footnotes:

  1. The $2M revenue run rate is based on existing customer relationships and new contracts signed as projected over the next six months.
  2. EBITDA is a Non-GAAP measure. Earnings before interest, taxes, depreciation and amortization ("EBITDA") should not be construed as alternatives to net income/loss determined in accordance with IFRS. EBITDA does not have any standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. The Company believes that EBITDA is a meaningful financial metric as it measures cash generated from operations which the Company can use to fund working capital requirements, service future interest and principal debt repayments and fund future growth initiatives.
  3. EMR means Electronic Medical Records referring to WELL’s practice management business supporting doctors and other healthcare providers.

WELL HEALTH TECHNOLOGIES CORP.

Per:   “Hamed Shahbazi”                      

Hamed Shahbazi

Chief Executive Officer, Chairman and Director

About WELL Health Technologies Corp.

WELL is an omni-channel digital health company whose overarching objective is to empower doctors to provide the best and most advanced care possible while leveraging the latest trends in digital health.  As such, WELL owns and operates 27 primary healthcare clinics, is Canada's third largest digital Electronic Medical Records (EMR) supplier serving over 2,000 medical clinics, operates a leading national telehealth service and is a provider of digital health, billing and cybersecurity related technology solutions.  WELL is publicly traded on the Toronto Stock Exchange under the symbol "WELL" and was recognized as a TSX Venture 50 Company three years in a row in 2018, 2019 and 2020.  To access the Company's telehealth service, visit: tiahealth.com or virtualclinics.ca and for corporate information, visit:  www.well.company.

Forward-Looking Statements

This news release may contain "forward-looking statements" within the meaning of applicable Canadian securities laws, including, without limitation: the expectation that Adracare will be accretive to WELL in regards to projected EBITDA and revenue; that the acquisition will help WELL expand into new markets including cannabis therapy and mental health and grow WELL’s customer base beyond North America. 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 of the Company’s business, including: WELL’s assumptions in making forward-looking statements may prove to be incorrect; adverse market conditions, including risks related to COVID-19; privacy and data security risks; integration risks of the acquired Adracare business; and risks that future results may vary from historical results. 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 nor its Regulation Services Provider (as that term is defined in policies of the TSX) accepts responsibility for the adequacy or accuracy of this release.

For further information:

Pardeep S. Sangha

VP Corporate Strategy and Investor Relations

investor@well.company      

604-572-6392