TORONTO, April 21, 2022 /CNW/ - Pathway Health Corp. (TSXV: PHC) (Frankfurt: KL1) (formerly Colson Capital Corp.) ("Pathway" or the "Company"), an integrated healthcare company that provides products and services to patients suffering from chronic pain and related conditions, is pleased to announce that it has signed a memorandum of understanding ("MOU") with Wellbeing Digital Sciences Inc. ("Wellbeing") pursuant to which Pathway would acquire certain Canadian assets of Wellbeing. The contemplated transaction is expected to be completed in two stages, all concluding on or before June 30, 2022. 

Pathway Health Corp. Logo (CNW Group/Pathway Health Corp.)

Pursuant to the terms and conditions of the MOU, Pathway would acquire a license for the pain management program of Wellbeing's wholly owned subsidiary, IRP Health Ltd. ("IRP"), and the intellectual property ("IP") associated with the provision of intravenous ketamine services ("IVK") to treat mental health conditions, among other assets. The MOU also outlines a fractional franchise model for IRP and related fee structure. The first closing is contemplated to include IRP and IVK on or before April 30, 2022, while the second closing is contemplated to include the remaining assets documented in the MOU on or before June 30, 2022.  The consideration for the assets is under final negotiation.

Wellbeing is an evidence-based mental healthcare company focused on the development and implementation of innovative clinical solutions, such as psychedelic medicine and digital therapeutics supported by clinical research. IRP, its wholly owned subsidiary, provides multi-disciplinary rehabilitation services to military veterans, RCMP and first responders. Under the contemplated transaction, IRP would provide IP and support services related to staff training, branding, licensing, and program development including verification of Pathway clinic locations with Veterans Affairs Canada to serve more patients. The completion of the completed transaction is subject to terms and conditions which include but are not limited to the execution of a set of definitive agreements, completion of satisfactory due diligence, the delivery and satisfactory review of the financial statements and the approval of the transaction by the boards of directors of all applicable entities.

"We're very pleased to be entering into this agreement with Wellbeing and IRP as we expand our pain and mental health services to our miliary veterans, RCMP and other first responders," said Ken Yoon, CEO at Pathway Health. According to a 2021 research paper published by the Journal of Military, Veteran, and Family Health1, veterans appear to be particularly vulnerable to experiencing chronic pain, with rates that are two to three times higher than in the general population. More specifically, recent studies of Canadian Air Force Veterans have noted prevalence between 41% and 64%. "With our experience in chronic pain management and our aim of growing presence in mental health services, we believe Pathway Health is well suited to provide these valuable clinical services to this most deserving group of Canadians. We feel very honoured to be taking on this role."

Najla Guthrie, Chief Executive Officer of Wellbeing, commented "We are excited to have executed this MOU and are working hard with Pathway to crystalize it into a set of definitive agreements. The contemplated transaction would enable Wellbeing to continue on the path of evolving its competitive strategy focused on evidence-based mental healthcare through contract research and digital therapeutics,"

"This is a significant step in rapidly expanding the accessibility for miliary veterans, RCMP and first responders of IRP's Veterans Affairs Canada-approved interdisciplinary pain management program. Path and Wellbeing share the same passion and value to help provide needed services for these heroes. We look forward to solidifying this agreement," added Steven Inglefield, Chief Operating Officer of Wellbeing and Chief Executive Officer of IRP.

About Wellbeing Digital Sciences

Wellbeing Digital Sciences Inc. is an evidence-based mental healthcare company focused on the development and implementation of innovative clinical solutions such as psychedelic medicine and digital therapeutics supported by clinical research. Its mission is supported by a network of North American clinics that provide innovative mental health treatments, including ketamine therapy and other psychedelic medicines, digital therapeutic treatments, and proprietary physical therapy, among others, as well as a contract research organization that offers clinical trials services to clients pursuing drug/device development.    

About Pathway Health

Pathway Health is an integrated healthcare company that provides products and services to patients suffering from chronic pain and related conditions. The Company owns and operates eleven community-based clinics across four provinces where its team of health professionals work together to help patients through a variety of evidence-based approaches and products, including medical cannabis. Pathway Health's patient care programs utilize an interdisciplinary approach that is guided by trained pain specialists, physical and occupational therapists, psychologists, nurses, and other healthcare providers. Pathway is also the leading provider of medical cannabis services in Canada and has established itself as the leading partner with national and regional pharmacy companies for the delivery of medical cannabis services to their customers. The Company is working with several pharmacy companies on the development of Cannabis Health Products (CHPs) for OTC product distribution through retail pharmacy locations across the country following anticipated changes to the Cannabis Act.

For more information, visit Pathway Health's website:  


This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results and future events to differ materially from those expressed or implied by such forward-looking statements. Such factors include, but are not limited to, general business, economic, competitive, political, and social uncertainties; delay or failure to receive applicable approvals; and the results of operations. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Pathway disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

Neither the Exchange nor its Regulation Services Provider (as that term is defined in the policies of the Exchange) accepts responsibility for the adequacy or accuracy of this Press Release. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.



SOURCE Pathway Health Corp.

Copyright 2022 Canada NewsWire

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