CloudMD Software & Services Inc. (TSXV: DOC, OTCQB: DOCRF, Frankfurt: 6PH) (the “Company” or “CloudMD”), a digital healthcare technology company revolutionizing the delivery of care, is pleased to announce that it has closed the previously announced acquisition of Aspiria Corp. (“Aspiria”), a company that provides an integrated Employee (“EAP”) and Student Assistance Program (“SAP”), that focuses on a comprehensive suite of mental health and wellness solutions for all employer and educational sectors. Aspiria currently serves over 750 organizations, with 1 million employees, students, and their families, in Canada and internationally.

With the acquisition of Aspiria, CloudMD now has the fourth largest EAP platform in Canada, with a combined network of over 7,500 psychologists and psychotherapists covering over 3 million lives. The addition of Aspiria to CloudMD’s EHS Division is immediately synergistic and will contribute to the division’s healthy gross margins, and an organic growth rate of over 20%. CloudMD continues to expand its footprint into specialized segments, scale its operations, and drive revenue and profitable growth across its EHS Division.

With the addition of Aspiria, the Company has launched a focused mental health solution that ensures employees and students receive access to traditional EAP services as well as virtual access to multidisciplinary services such as iCBT, Women’s Mental Health, Oncology support as well as other solutions tailored to mild, moderate and chronic mental health issues. The integrated mental health solution combines HumanaCare, Aspiria and Snapclarity and provides students and employees across North America access to the digital mental health platform to support all mental health issues. The platform includes a suite of digital tools, combined with a traditional short-term counselling model designed by clinicians and grounded in evidence-based practices that are proven to positively impact outcomes. Individuals have access to assessment and triage, navigation and care via web, mobile chat/text and telephone. Chronic mental health will be assessed and triaged to the appropriate care optimizing group benefit programs and improving outcomes.

As part of the combined mental health support solution, employees, students and members have immediate access to a market-leading iCBT program. When combined with CloudMD’s other mental health support services, and as part of a streamlined EAP experience, iCBT provides additional opportunities for virtual service delivery to deliver the best possible mental wellbeing outcomes to individuals.  The Company continues to focus on the integration of all its healthcare technology solutions to provide a connected healthcare ecosystem that addresses all points of a patient healthcare journey. Leveraging its Real Time Intervention Platform (“RTIP”), the Company will continue rolling out programs like the mental health support solution and the Substance Use Disorder program across North America to help mitigate the growing mental health crisis. 

Karen Adams, Chief Health Innovation Officer and Global Head of Enterprise Health Solutions commented, We are very excited to close the acquisition of Aspiria and welcome the team to our EHS Division. The addition of Aspiria enables us to support employers with the launch of our integrated mental health support solution, providing individuals access to important assessment and triage to navigate their mental health issues with the right treatment plan. Rising mental health issues in the workplace requires an expansion of what employers currently understand as EAP which includes more assessments, comprehensive treatment plans and progressive measurement empowering people to get the help they need and in turn reduce casual absenteeism and disability within organizations. 

Terms of Acquisition

In consideration for the purchase of 100% of the outstanding securities of Aspiria, CloudMD has paid shareholders of Aspiria aggregate consideration of $3 million payable as follows: (i) $1.2 million in cash, subject to a working capital adjustment; (ii) $1.05 million in common shares of the Company; and (iii) a performance-based earnout of $0.75 million, which is payable in common shares of the Company after a period of 1 year. All common shares issued pursuant to the acquisition will be issued at a deemed price of $2.28 per common share. For full terms see press release dated January 18, 2021.

About CloudMD Software & Services

CloudMD is digitizing the delivery of healthcare by providing a patient centric approach, with an emphasis on continuity of care. By leveraging healthcare technology, the Company is building one, connected platform that addresses all points of a patient’s healthcare journey and provides better access to care and improved outcomes. Through CloudMD’s proprietary technology, the Company delivers quality healthcare through a holistic offering including hybrid primary care clinics, specialist care, telemedicine, mental health support, educational resources and artificial intelligence (AI). CloudMD currently services a combined ecosystem of over 7,000 psychiatrists, approximately 4,500 therapists and counsellors, approximately 4,000 psychologists, over 22,000 family physicians, over 34,000 medical specialists, over 1,500 allied health professionals, over 500 clinics, and over 3 million individuals across North America. CloudMD’s Enterprise Health Solutions Division includes one of the top 4 Employee Assistance Programs in Canada and offers one comprehensive, digitally connected platform for corporations, insurers and advisors to better manage the health and wellness of their employees and customers. For more information visit: www.cloudmd.ca.

ON BEHALF OF THE BOARD OF DIRECTORS

“Dr. Essam Hamza, MD"Chief Executive Officer

FOR ADDITIONAL INFORMATION, CONTACT:

Julia Becker VP, Investor Relationsjulia@cloudmd.caTel: (604) 785-0850

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. 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, including revenue projections, 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.