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  • CloudMD will acquire all of MindBeacon’s common shares for cash and shares valued at approximately $116 million
  • CloudMD will acquire 100 per cent of the issued and outstanding common shares of MindBeacon, including its cash on hand of $53.9 million as at September 30, 2021
  • MindBeacon is a leading digital mental healthcare platform focusing on iCBT
  • CloudMD is building a single connected platform that addresses all points of a patient’s healthcare journey and provides better access to care and improved outcomes
  • CloudMD Software & Services Inc. (DOC) ended the day trading at C$1.36 per share

CloudMD (DOC) and MindBeacon Holdings (MBCN) have entered into a definitive arrangement agreement.

Under the terms of the agreement, CloudMD will acquire all of MindBeacon’s common shares for cash and shares valued at approximately $116 million. Each common share of MindBeacon will be exchanged for $1.22 in cash and 2.285 common shares of CloudMD.

MindBeacon is a leading digital mental healthcare platform focusing on iCBT, which is an effective therapy provided through a computer or a mobile device. iCBT has become a fast-growing intervention channel compared to conventional psychotherapy. MindBeacon’s platform provides a cost-effective, stigma-reducing avenue to deliver mental health therapy that complements CloudMD’s holistic, integrated offering.

Dr. Essam Hamza, CEO of CloudMD commented on the acquisition.

“We continue to rapidly execute on our product roadmap through strategic acquisitions to build a leading North American healthcare and wellness offering. MindBeacon’s mental health services and iCBT platform add another important capability to our robust healthcare ecosystem and further position us with a leading, clinically-validated mental health solution.

Our proprietary, integrated end-to-end healthcare offering focuses on whole-person care that addresses the comorbidities between mental and physical care. By uniting traditionally siloed care, we are able to better leverage data to inform and provide improved patient outcomes. As a doctor, I’m heartened by the fact that we are realizing one of CloudMD’s founding principles of having a full tech-enabled patient-centric ecosystem that is already demonstrating measurably improved outcomes for patients.”

Dan Clark, CEO of MindBeacon added,

“The need for mental health treatment is accelerating daily. Further, its impact on physical health and chronic conditions is also well known. Unfortunately, traditional methods of care are ineffective due to restrictive access, exorbitant costs, and ingrained stigma. Governments and employers are looking for an end-to-end solution that treats the whole person. MindBeacon’s proven effectiveness in leveraging technology, data science and personalized, multi-modal treatment to improve mental health outcomes has set us apart. Now, combined with CloudMD’s, end-to-end, whole-person care, our integrated solutions are truly unique and world-class. I’m excited about our future together and believe CloudMD is the ideal partner for our collective patients, customers and shareholders.”

Under the terms of the transaction, CloudMD will acquire 100 per cent of the issued and outstanding common shares of MindBeacon, including its cash on hand of $53.9 million as of September 30, 2021.

The transaction has been unanimously approved by the boards of both companies. MindBeacon’s Board of Directors unanimously recommends that MindBeacon shareholders vote in favour of the transaction.

Echelon Capital Markets is acting as an exclusive financial advisor to CloudMD in connection with the transaction. Cassels Brock & Blackwell LLP is acting as a legal advisor to CloudMD. TD Securities Inc. is acting as a financial advisor to MindBeacon, and Credit Suisse is acting as a strategic advisor to MindBeacon, each in connection with the transaction. Osler, Hoskin & Harcourt LLP is acting as a legal advisor to MindBeacon.

CloudMD is building one, connected platform that addresses all points of a patient’s healthcare journey and provides better access to care and improved outcomes. CloudMD delivers quality healthcare through a holistic offering including hybrid primary care clinics, specialist care, telemedicine, mental health support, healthcare navigation, educational resources, and artificial intelligence (AI).

MindBeacon provides a continuum of mental healthcare that includes self-guided psychoeducational and wellness content, Peer-to-Peer Support, Therapist Guided Programs and Live Therapy Sessions all offered virtually through its secure and private platform.

CloudMD Software & Services Inc. (DOC) ended the day trading at C$1.36 per share.

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