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Think Research Completes Acquisition of Elective Surgery Centre, Clinic 360 Inc.

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/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION
IN THE UNITED STATES./

  • Clinic 360 works with more than a dozen specialists and surgeons, maintaining two highly equipped operating rooms with capacity to contribute to addressing provincial elective surgery backlog

  • Clinic 360 will become consumer of all Think Research digital health SaaS products, showcasing clinical best practices for clinicians, enabling instant feedback to refine Think Research's software and bringing new products to market faster

  • A meaningful and immediate contributor of revenue and accretive profit. As of December 31, 2020, Clinic 360 generated trailing twelve-month revenue of approximately $3.9 million (unaudited) and EBITDA of approximately $0.8mm (unaudited).

TORONTO, Jan. 29, 2021 /CNW/ - Think Research Corporation (TSXV: THNK) or (the "Company" or "Think Research"), a company focused on transforming healthcare through integrated digital health solutions, today announced that it has closed its previously announced acquisition of all of the issued and outstanding shares of Clinic 360 Inc. ("Clinic 360"), an innovator and leader in elective and cosmetic surgery, in exchange for cash and shares of TRC (the "Transaction").

TRC logo (CNW Group/Think Research Corporation)
TRC logo (CNW Group/Think Research Corporation)

Sachin Aggarwal, CEO of Think Research, said, "We are making significant changes to how patients and clinicians experience the continuum of care and being at the core of where we want the change to happen is key. Working closely with Clinic 360, we will be able to refine and add to our library of knowledge-based surgical decision support tools with instant and direct feedback from the surgeons using it. Clinic 360 will also leverage our telemedicine platform to provide virtual consults and become part of the Think Research-led Ontario e-referrals network. It's an opportunity that makes sense financially, but also, importantly, provides us with hands-on access to the frontline where our products are being used."

This acquisition builds on the previously announced acquisition by Think Research of Healthcare Plus, a network of seven digital-first primary, specialty and allied care clinics.

Dr. Magdi Gaid, lead physician at Clinic 360, said, "We are excited to become part of the Think Research network and to use these transformative solutions to change the way we care for our patients and improve how we connect to the broader healthcare system. The existing elective surgery backlog in Ontario is more than two years long, according to some published reports, and this shift to evidence-based digital care delivery will also help position us to play a role in addressing that issue."

Details of the Transaction

  • Consideration for the Transaction consisted of: (a) a cash payment of $250,000; and (b) the issuance of a total of 1,127,732 common shares in the capital of the Company (the "Common Shares"), in each case, pro rata to the vendors of Clinic 360.

  • On closing, a finder's fee was paid to Baker Tilly Vaughan Valuations Inc. via the issuance of 55,285 Common Shares.

  • All dollar amounts are in Canadian dollars.

About Think Research Corporation

Think Research is an industry leader in delivering integrated digital healthcare solutions. The Company's focused mission is to organize the world's health knowledge so everyone gets the best care. Its evidence-based healthcare technology solutions support the clinical decision-making process, standardize care, and improve patient outcomes. For over a decade, Think Research's cloud-based, EMR-agnostic digital tools have empowered clinicians around the world and impacted millions of patients across the continuum of care - from acute to primary, community and seniors care. The Company is proud to serve as a trusted health system partner to a rapidly growing global client base that spans three continents and more than 2,200 healthcare facilities.

Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of applicable securities laws. Forward-looking statements can be identified by words such as: "anticipate," "intend," "plan," "budget," "believe," "project," "estimate," "expect," "scheduled," "forecast," "strategy," "future," "likely," "may," "to be," "could,", "would," "should," "will" and similar references to future periods or the negative or comparable terminology, as well as terms usually used in the future and the conditional. Examples of forward-looking statements include, among others, the projected impact of completion of the Transaction on the Company's business, financial conditions and results.

By their nature, forward-looking statements involve known and unknown risks, uncertainties, changes in circumstances and other factors that are difficult to predict and many of which are outside of the Company's control which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The Company's actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause actual results and financial conditions to differ materially from those indicated in the forward-looking statements include, among others, risks relating to general economic, market and business conditions, and unforeseen delays in the timelines for any of the transactions or events described in this press release. The Company has assumed that the material factors referred to above will not cause such forward-looking statements and information to differ materially from actual results or events. However, there can be no assurance that such assumptions will reflect the actual outcome of such items or factors. Other than as required under securities laws, the Company does not undertake to update this information at any particular time.

This news release does not constitute an offer to sell or a solicitation of an offer to sell 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 (the "US Securities Act") or any states securities laws and may not be offered or sold within the United states or to US Persons (as defined in Regulation S under the US Securities Act) unless registered under the US Securities Act and applicable state securities laws or an exemption from such registration is available.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibilities for the adequacy or accuracy of this release.

SOURCE Think Research Corporation

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Cision

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