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WELL Health Reports 2019 Annual Audited Results; Revenues More Than Triple

T.WELL | March 31, 2020

Yearly revenue more than tripled to $32,810,782 in the 12-month period ended December 31, 2019 versus the comparable period ended December 31, 20181.
Subsequent to the end of the fiscal year, WELL expanded its EMR network to 1446 clinics by completing the acquisition of Trinity Healthcare Technologies ("THT"). WELL also announced the proposed acquisition of MedBASE Software Inc. ("MedBASE") which shall boost the company's EMR network to over 1,500 clinics across Canada.
Also subsequent to the end of the fiscal year, WELL successfully launched VirtualClinic+ a unique and comprehensive telehealth program across Canada that allows family physicians to not only provide care for their own roster of attached patients but also provide care for unattached patients.
Due to the COVID-19 pandemic, WELL is currently executing on its business continuity plan which includes the rapid adoption of telehealth services via the VirtualClinic+ program. Thus far WELL's public insured clinical revenue is proving to be highly resilient and continues to generally track in line with the prior year's results. WELL is aggressively ramping up physicians from its own network of primary clinics as well as from its EMR network on its VirtualClinic+ telehealth platform.

VANCOUVER, March 31, 2020 /CNW/ - WELL Health Technologies Corp. (TSX.T: WELL) (the "Company" or "WELL"), a company focused on consolidating and modernizing clinical and digital assets within the primary healthcare sector, announces it has filed its 2019 Annual Audited consolidated financial statements and MD&A for the 12-month period ended December 31, 2019.

On December 11, 2018, the Board of Directors approved a resolution to change the Company's year-end from October 31 to December 31. Accordingly, the audited consolidated financial statements include the results for the 12-month period ended December 31, 2019 with comparatives for the 14 months ended December 31, 2018.

2019 Annual Financial and Business Highlights:

WELL achieved record annual revenue of $32,810,782 during the 12 months ended December 31, 2019 compared to revenue of $10,559,800 generated during the 14 months ended December 31, 2018 - an increase of 211% primarily attributable to the Company's acquisitions over the past year.
Gross margin(2) percentage increased to 33.5% in the 12 months ended December 31, 2019, compared to 29.7% in the 14 months ended December 31, 2018 mainly due to the addition of higher margin digital services revenue.
Adjusted EBITDA(3)(4) loss was $1,713,414 for the 12-month period ended December 31, 2019, compared to Adjusted EBITDA(2) loss of $1,178,839 in the 14-month period ended December 31, 2018.
WELL ended the year with a strong balance sheet with $15,643,607 in cash and cash equivalents as at December 31, 2019.
In 2019 WELL established itself as the third largest Electronic Medical Records (EMR) service provider in Canada through the acquisition of four OSCAR EMR service providers: NerdEMR Services Ltd., OSCARprn - Treatment Solutions Ltd., Kela Atlantic Inc. dba KAI Innovations and OSCARwest EMR Services. WELL expanded its digital services EMR footprint to 946 primary health medical clinics by the end of 2019. The Company expects to further increase its footprint to supporting approximately 1,507 clinics and over 8,000 registered physicians and practitioners across Canada with the subsequent closing of THT and proposed acquisition of MedBASE.
WELL also completed two majority ownership acquisitions in 2019: a 51% majority stake ownership in SleepWorks Medical Inc. in October 2019 and a 51% majority stake ownership in Spring Medical Centre Ltd. in December 2019.

2019 Fourth Quarter Financial Highlights:

WELL achieved record quarterly revenue of $9,830,790 during the three months ended December 31, 2019 compared to revenue of $4,662,456 during the comparable two-month period ended December 31, 2018 - an increase of 111% primarily attributable to the Company's acquisitions over the past year.
Gross margin(2) increased to 36.5% in the three months ended December 31, 2019, compared to 30.2% in the comparable two-month period ended December 31, 2018 mainly due to the addition of higher margin digital services revenue.
WELL achieved a Net profit of $216,067 in the three months ended December 31, 2019, compared to a loss of $533,270 in the two-month period ended December 31, 2018.
"We had an excellent fourth quarter. We demonstrated growth and strength in both our clinical and digital businesses," said Hamed Shahbazi, Chairman and CEO of WELL. "2019 was a momentous year for WELL as we established ourselves as a leader in providing technology enabled healthcare services".

Subsequent Events:

On January 10, 2020, the Company delisted from the TSX Venture Exchange and graduated to the Toronto Stock Exchange ("TSX").
On February 1, 2020, the Company completed the acquisition of THT for approximately $7,225,000. THT is the second largest OSCAR service provider in Canada bringing an additional ~500 clinics to WELL's EMR network.
On February 12, 2020, the Company announced an agreement to acquire MedBASE for total consideration of $650,000. With this proposed transaction, WELL anticipates it will increase its EMR footprint to supporting approximately 1,507 primary medical health clinics across Canada.
On March 2, 2020, the Company announced the launch of VirtualClinic+. VirtualClinic+ is a digital health communications platform that connects patients to physicians through video, phone and secure messaging.
On March 12, 2020, the Company announced the closing of a $10,000,000 non-brokered private placement offering of senior unsecured convertible debentures from a single large Canadian institutional investor. On March 16, 2020, the Company closed an additional tranche of $1,000,000 convertible debentures to include Mr. Li Ka-shing and one other investor.
On March 23, 2020, the Company announced a Normal Course Issuer Bid of up to 5,943,822 common shares (5% of the issued and outstanding shares), commencing on March 25, 2020 over the next 12-month period.
On March 26, 2020, the Company announced a $5.94M investment in Insig Corporation ("Insig") including a share exchange for WELL common shares representing a deemed consideration of approximately $3.94M and a $2M secured convertible promissory note. WELL also entered into a strategic alliance agreement with Insig to launch a WELL branded telehealth platform called "VirtualClinic+".

Covid-19 Update:

As a result of the COVID-19 pandemic, WELL is currently executing on its business continuity plan, which includes ramping up physicians on its VirtualClinic+ telehealth platform so that we may continue to provide care to our patients remotely when appropriate and instituting a mandatory work from home policy for the vast majority of our corporate headquarters and WELL EMR Group employees. Our clinics remain open as they are considered an essential service.

While the COVID-19 pandemic has introduced many uncertainties and disruption to most industries, we feel the Company is well positioned in the current environment. WELL has a strong balance sheet, a robust pipeline of growth opportunities, a solid base of recurring revenue in its Digital EMR business and is actively ramping up its VirtualClinic+ telehealth service. Thus far WELL's public insured clinical revenue is proving to be highly resilient and continues to generally track in line with the prior year. WELL has successfully deployed its VirtualClinic+ telehealth program to all its 20 corporate owned clinics in B.C. and onboarded most of the doctors that work in these WELL clinics. Furthermore, WELL has already, in a matter of days/weeks, onboarded hundreds more healthcare providers from its OSCAR EMR network of approximately 1,500 clinics across Canada.

Outlook:

WELL expects Fiscal Q1 revenue, ending March 31, 2020, to benefit from the closing of the THT acquisition and a full quarter of contribution from the acquisitions of OSCARwest and Spring Medical Centre. COVID-19 is expected to have a minimal impact to WELL's Q1 results.

The Company's goals for 2020 continue to be: (i) achieving organic revenue growth in its operating businesses; (ii) continue to follow a disciplined acquisition strategy; and (iii) increasing market penetration of the VirtualClinic+ telehealth service.

Conference Call:

WELL will hold a conference call to discuss its 2019 Annual and Fourth Quarter financial results on Tuesday, March 31, 2020 at 1:00 pm ET (10:00 am PT). Please use the following dial-in numbers: 416-764-8650 (Toronto local), 778-383-7413 (Vancouver local) or 1-888-664-6383 (Toll-Free), with Conference ID: 6114 5790.

Selected Financial Highlights:

Please see SEDAR for complete copies of the Company's Audited Annual consolidated financial statements and MD&A for fiscal 2019 ended December 31, 2019.

	Three months ended December 31, 2019	Twelve months ended December 31, 2019	Fourteen months ended December 31, 2018
	$	$	$
Revenue	9,830,790	32,810,782	10,559,800
Cost of clinical and digital services	(6,240,391)	(21,821,367)	(7,424,021)
Gross Profit(2)	3,590,399	10,989,415	3,135,779
Gross Margin(2)	36.5%	33.5%	29.7%
Adjusted EBITDA(3) (4)	(306,618)	(1,713,414)	(1,178,839)
Net profit (loss) from continuing operations(4)	216,067	(7,793,914)	(2,595,448)
Total comprehensive income (loss) for the period(4)	216.067	(7,793,914)	(2,801,501)
Net loss per share - from continuing operations	(0.00)	(0.08)	(0.04)
Net loss per share - for the period	(0.00)	(0.08)	(0.04)
Weighted average number of common shares outstanding (basic and diluted)	110,099,269	96,919,161	66,498,245

Reconciliation of net income to Adjusted EBITDA
Net profit (loss) for the period	216,067	(7,793,914)	(2,809,887)
Depreciation and amortization	944,888	2,155,046	21,987
Income tax	(125,941)	35,235	-
Interest income	(101,590)	(241,402)	(57,843)
Interest expense	367,044	1,446,057	26,351
Rent expense on finance leases	(350,881)	(1,642,680)	-
Stock-based compensation	684,937	2,935,912	905,515
Net loss from discontinued operations	-	-	214,439
Special warrants related expenses	(2,702,240)	(243,450)	-
Time-based earn-out expense	560,227	948,603	64,481
Transaction, restructuring, & integration costs expensed	200,871	687,179	456,118
Adjusted EBITDA(3) (4)	(306,618)	(1,713,414)	(1,178,839)

Note:
(1)	The comparative period in 2018 was the 14-month period ended Dec 2018 as a result of the company's change in fiscal year end in 2018 from Oct 31 to Dec 31.
(2)	Non-GAAP measure. Gross profit and gross margin do not have any standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. The Company defines gross profit as revenue less cost of clinical and digital services and gross margin as gross profit as a percentage of revenue. Gross profit and gross margin should not be construed as an alternative for revenue or net loss determined in accordance with IFRS. The Company believes that gross profit and gross margin are meaningful metrics in assessing the Company's financial performance and operational efficiency.
(3)	Non-GAAP measure. Earnings before interest, taxes, depreciation and amortization ("EBITDA") and Adjusted EBITDA should not be used as alternatives to net income/loss determined in accordance with IFRS. EBITDA and Adjusted EBITDA do not have any standardized meaning under IFRS and therefore may not be comparable to similar measures presented by other issuers. The Company defines Adjusted EBITDA as EBITDA (i) less net rent expense on premise leases considered to be finance leases under IFRS and (ii) before transaction, restructuring, and integration costs, discontinued operations, time-based earn-out expense, special warrant related expenses and stock-based compensation expense. The Company believes that Adjusted 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.
(4)	On January 1, 2019, the Company adopted IFRS 16 – Leases ("IFRS 16"). The adoption of this new standard had a significant impact on the Company's financial statements, including its statement of loss and comprehensive loss, statement of financial position and statement of cash flows. As a result of adopting the new standard, the Company has classified the majority of its premise leases and subleases as finance leases at January 1, 2019, all of which were previously classified as operating leases. The Company adopted the new standard utilizing the modified retrospective exemption which did not require the restatement of prior periods. See note 3(n) in the Company's annual consolidated financial statements for further information on the accounting treatment of leases under IFRS 16.

WELL HEALTH TECHNOLOGIES CORP.

Per: "Hamed Shahbazi"
Hamed Shahbazi
Chief Executive Officer, Chairman and Director

About WELL

WELL is a unique company that operates Primary Healthcare Facilities, is the third largest digital Electronic Medical Records (EMR) supplier in Canada and is a provider of telehealth services. WELL owns and operates 20 healthcare clinics, provides digital EMR software and services to 1,446 clinics across Canada and is a majority owner of SleepWorks Medical. WELL's overarching objective is to empower doctors to provide the best and most advanced care possible while leveraging the latest trends in digital health. WELL is an acquisitive company that has completed nine acquisitions and two equity investments. WELL is publicly traded on the Toronto Stock Exchange under the symbol "WELL.T". WELL was recognized as a TSX Venture 50 Company three years in a row in 2018, 2019 and 2020.

Forward-Looking Statements

This news release may contain "forward-looking statements" within the meaning of applicable Canadian securities laws, including, without limitation: the proposed acquisition of MedBASE; the statement that the Company's recent financing transactions gives the Company a strong balance sheet to execute on its future acquisition growth strategy; the Company's expectation that Fiscal Q1 revenue to benefit from contribution from the THT acquisition; the statement relating to securing new acquisitions to grow both the Company's clinical and digital portfolios in a manner that is highly accretive to shareholder value both in the short and long term; and the statements relating to the Company's 2020 growth strategy consisting of organic growth, in-organic growth and operational excellence; the intention to provide the best and most advanced care and leveraging the latest in digital health; and the expectation that public insured revenue in 2020 will be comparable to fiscal 2019. 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 inherent risks and uncertainties, including: direct and indirect material adverse effects from the COVID-19 pandemic; WELL's assumptions in making forward-looking statements may prove to be incorrect; adverse market conditions; risks inherent in the primary healthcare sector in general; regulatory and legislative changes; that future results may vary from historical results; inability to obtain future financing on suitable terms; and that market competition may affect the business, results and financial condition of WELL. 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.

SOURCE WELL Health Technologies Corp.

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