CloudMD Announces Binding Term Sheet to Acquire Integrated Medical Clinic with 12 Physicians

Cashflow positive, generating C$3 million a year in revenue

Innovative clinic using online booking and telemedicine, easily integrated into CloudMD’s Electronic Medical Records (EMR) software

Team of 24 healthcare professionals servicing over 60,000 patients

Offer specialist services including psychiatry and women’s health

VANCOUVER, British Columbia, June 11, 2020 (GLOBE NEWSWIRE) — CloudMD Software & Services Inc. (TSXV: DOC, OTCQB: DOCRF, Frankfurt: 6PH) (the “Company” or “CloudMD”), a telemedicine company seeking to revolutionize the delivery of healthcare to patients, announced today its intent to acquire a medical clinic based in Metro Vancouver, BC (the “Clinic”). The Company has signed a Binding Term Sheet (the “Term Sheet”) with the Clinic to acquire 100% of the business, assets and operations.

The recent oversubscribed bought deal financing positioned CloudMD with significant capital to accelerate its M&A activity to scale and grow the business quickly and effectively. The acquisition of the Clinic is a part of CloudMD’s defined growth strategy and upon completion of the acquisition, CloudMD will increase its topline revenue. The cashflow positive business generated revenue of C$3 million in the latest fiscal year ended December 31, 2019.

The Clinic is a premier provider of integrated medical solutions and an early adopter of telemedicine delivery. The Clinic has been able to streamline healthcare services and provide longitudinal and team-based patient centric care by offering a number of medical services from one location. The clinic operates with 24 healthcare professionals across various specialities including mental health, women’s health, sports medicine, gynecology and psychiatry. The Clinic already uses online booking, EMR and telemedicine that will be easily integrated into CloudMD’s EMR software and clinic network.

Dr. Essam Hamza, CEO of CloudMD commented, “COVID-19 and the cash injection from the most recent financing were transformational for us and accelerated our growth plans by 3-5 years. The funds raised gives us a war chest of capital to deploy on strategic, accretive acquisitions already in our due diligence pipeline. The acquisition of this clinic not only increases our top line revenue by $3 million, but it’s also an important part of our growth strategy as we expand our hybrid digital clinic footprint across Canada and the United States.”

Terms of Acquisition

In consideration for the purchase of all of the outstanding securities of the medical clinic, CloudMD has agreed to pay Shareholders (pro-rata) aggregate consideration of up to C$700,000 payable as up to C$200,000 in cash and up to C$500,000 in shares of the Company (the “Purchase Price”), a portion of which is subject to the achievement of certain performance conditions, and a customary working capital adjustment. All shares issued pursuant to the acquisition are priced at the ten-day volume weighted trading price of the Company shares for the 10 trading days prior to the execution of the definitive agreement.

The acquisition is subject to customary closing conditions, including the execution of a definitive acquisition agreement and receipt of TSX Venture exchange approval. The Company anticipates a definitive agreement on or before July 31, 2020.

About CloudMD Software & Services

CloudMD is digitizing the delivery of healthcare by providing patients access to all points of their care from their phone, tablet or desktop computer. The Company offers SAAS based health technology solutions to medical clinics across Canada and has developed proprietary technology that delivers quality healthcare through the combination of connected primary care clinics, telemedicine, and artificial intelligence (AI). CloudMD currently provides service to a combined ecosystem of 376 clinics, over 3000 licensed practitioners and almost 3 million patient charts across its servers.

ON BEHALF OF THE BOARD OF DIRECTORS

“Dr. Essam Hamza, MD”
Chief Executive Officer

FOR ADDITIONAL INFORMATION CONTACT:

CloudMD Software & Services Inc.
investors.cloudmd.ca
Email: [email protected]

Forward Looking Statements

This news release contains forward-looking statements that are based on CloudMD’s expectations, estimates and projections regarding its business and the economic environment in which it operates, including with respect to its business plans and its intended use of the proceeds of the Offering. Although CloudMD believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Therefore, actual outcomes and results may differ materially from those expressed in these forward-looking statements and readers should not place undue reliance on such statements. These forward-looking statements speak only as of the date on which they are made, and CloudMD undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.