WELLSTAR is a high growth, profitable, pure-play SaaS healthcare technology company serving over 40,000 providers across Canada with high quality technology and services that significantly improve patient care.
WELL Health Technologies Corp. a digital healthcare company focused on improving health outcomes by leveraging technology to empower healthcare practitioners and their patients globally, is pleased to announceits majority-owned subsidiary WELLSTAR Technologies Corp. has entered into agreements to complete a Series B preferred share investment (each, a “Series B Share”) in the aggregate amount of approximately C$62 million at an offering price of C$1.50 per Series B Share (the “Series B Financing”). The Series B Financing is supported by three of Canada’s most prominent fund investors, Mawer Investment Management Ltd. (“Mawer”), Edgepoint Wealth Management Inc. (“Edgepoint”) and PICTON Investments (collectively, the “Institutional Investors”) and is expected to close early December 2025, subject to certain closing conditions.
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The Series B Financing builds on an initial equity investment led by Mawer and Edgepoint in December 2024, whereby an aggregate of C$50.4 million was raised through a Series A preferred share investment (each, a “Series A Share”) at an offering price of C$1.00 per Series A Share (the “Series A Financing”).
Amir Javidan, CEO of WELLSTAR commented, “This financing reinforces investor confidence in WELLSTAR’s strong performance and growth outlook, and provides significant balance sheet strength as we scale our AI-enabled solutions, expand our product portfolio, and pursue strategic acquisitions. We’re extremely proud to have the continued support of leading institutional investors as we execute on our mission to reshape healthcare through digital enablement.”
WELLSTAR is targeting a public listing in 2026. By separating WELLSTAR from WELL’s clinical operations, investors have the opportunity to directly invest in a high-growth healthcare technology company with a robust margin profile and strong expansion prospects.
On the closing of the Series B Financing, WELLSTAR will issue C$59 million of Series B Shares to the Institutional Investors, plus an additional amount of approximately C$3 million of Series B Shares to management of both WELLSTAR and WELL. WELL intends to maintain a majority in the economic and voting interest of WELLSTAR upon closing and for the long term.
The Series B Shares to be issued on closing will be issued on substantially similar terms to the Series A Shares issued pursuant to the Series A Financing. The Series B Shares will automatically convert into subordinate voting shares of WELLSTAR upon a qualifying IPO, RTO public listing, or alternative liquidity transaction. The Series B Shares will not be entitled to dividends until 2026, after which they will accrue quarterly dividends at an increasing rate over time. These dividends will accrue as notional preferred shares until the occurrence of a liquidity event, redemption or other liquidation event in accordance with the terms of the Series B Shares. The Series B Shares will also be redeemable at the option of the holders at any time after December 31, 2026. In connection with the Series B Financing, such holders will enter into an amended and restated shareholders’ agreement and an amended and restated governance agreement to grant standard investor rights to certain classes of shareholders until WELLSTAR ceases to be a private company.
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The use of proceeds from the Series B Financing are anticipated to be dedicated towards future acquisitions, AI-related innovation, organic growth initiatives and general corporate purposes.
Cormark Securities, Beacon Securities and Stifel Nicolaus Canada are acting as co-lead agents on behalf of a syndicate of agents with respect to the Series B Financing, with Cormark Securities serving as the sole bookrunner.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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Source- businesswire
