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HEALWELL AI Receives Written Shareholder Approval for Pending Acquisition of Orion Health and Related Financing

The Company has obtained shareholder approval for its proposed acquisition of Orion Health and it...

articleHealwell Ai Inc. Class AJanuary 14, 20253/company/healwell-ai-inc/news/healwell-ai-receives-written-shareholder-approval-for-pending-acquisition-of-orion-health-and-related-financing
HEALWELL AI Receives Written Shareholder Approval for Pending Acquisition of Orion Health and Related Financing

About this update from Healwell Ai Inc. Class A

[{"type":"text","content":"HEALWELL AI Receives Written Shareholder Approval for Pending Acquisition of Orion Health and Related FinancingThe Company has obtained shareholder approval for its proposed acquisition of Orion Health and its previously announced $55 million bought-deal financing. The Company also announced that a Schedule A Bank has obtained internal risk approval for a senior secured credit facility in the amount of $50 million, subject to the Company finalizing a credit agreement with the Bank.The Company expects to complete its upsized bought deal offering later this week. Toronto, Ontario--(Newsfile Corp. - January 14, 2025) - HEALWELL AI Inc. (TSX: AIDX) (OTCQX: HWAIF) (\"HEALWELL\" or the \"Company\"), a healthcare artificial intelligence company focused on preventative care, is pleased to announce that it has obtained shareholder approval for its previously announced $55 million bought deal private placement financing (the \"Offering\") and for its previously announced acquisition (the \"Acquisition\" and together with the Offering, the \"Transaction\") of Orion Health Holdings Limited (\"Orion\"), as required under the rules of the Toronto Stock Exchange (\"TSX\"). The approval was obtained by written consent from shareholders holding a majority of the voting shares of the Company and will eliminate the need for the Company to hold a special meeting of its shareholders in connection with the Transaction. The Company also announced today that a Schedule A Bank has obtained internal risk approval to make available to the Company, at closing of the Transaction, a senior secured credit facility in the amount of $50 million, subject to the Company finalizing a credit agreement with the Bank. This facility is expected to provide the balance of the capital required for the Company to satisfy the cash portion of the purchase price for the Acquisition. The Company is continuing to work towards completion of the upsized Offering and now expects closing to take place later this week. Transaction Details & Shareholder ApprovalThe details of the Offering and the Acquisition are set out in the Company's news releases dated December 16, 2024 and December 17, 2024. In connection with the Acquisition, the Company expects to issue approximately 35,652,174 Class A Subordinate Voting Shares (\"Subordinate Voting Shares\") at an issue price of $1.61/sh...

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