FOXO Technologies Enters into Share Exchange Agreements to Acquire Healthcare Operations from Rennova Health, Inc.
14 Juin 2024 - 2:30PM
FOXO Technologies Inc. (NYSE American: FOXO) (the “Company”
or “FOXO”), today announced it has entered into two share exchange
agreements with Rennova Health, Inc., an OTC listed company
(“Rennova”) (OTC: RNVA). In the first agreement, equity in
Myrtle Recovery Centers, Inc., Rennova’s behavioral health services
subsidiary, will be exchanged for $500,000 of common stock in FOXO,
subject to adjustments. In the second agreement, equity in Rennova
Community Health, Inc., which owns and manages Scott County
Community Hospital, Inc. (d/b/a Big South Fork Medical Center), a
critical access hospital, will be exchanged for $20 million of
convertible preferred stock to be designated. Closing of the
transactions are subject to certain closing conditions including
but not limited to shareholder approval for the acquisition of
Rennova Community Health, Inc. Scott County Community Hospital,
Inc. and Myrtle Recovery Centers, Inc., generated unaudited net
revenue of approximately $18.7 million and net income of
approximately $5.2 million for the twelve months ended December 31,
2023.
Myrtle Recovery Centers, Inc. is a 30-bed
behavioral health facility in East Tennessee with plans to
duplicate the model in different locations. It provides inpatient
services for detox and residential treatment and outpatient
services for medication medication-assisted treatment (MAT) and
office-based opioid treatment (OBOT) programs. Scott County
Community Hospital, Inc. (DBA Big South Fork Medical) is a
designated critical access hospital (CAH) in East Tennessee. The
integration of these entities is designed to accelerate the growth
of both companies while enabling FOXO Technologies to leverage its
cutting-edge epigenetic technology in community health and
addiction recovery settings, driving improved patient outcomes and
expanding its market reach.
Mark White, Interim CEO of FOXO Technologies,
“This acquisition represents a transformative step for FOXO
Technologies. Myrtle Recovery Centers and Scott County Community
Hospital are established businesses with opportunities for
continued growth. Moreover, these transactions bring meaningful
cash flow to FOXO. Our plan is to considerably grow these revenues
over the next couple of years, including from the rights we secured
to expand these businesses into another East Tennessee property
owned by Rennova. Furthermore, Rennova’s history in diagnostic
testing, coupled with its expertise in healthcare IT and software,
creates additional opportunities for FOXO to expand and deliver our
current technologies to the marketplace. We believe these
transactions represent a key inflection point for FOXO by combining
our innovative epigenetic and AI-based epigenetic solutions, such
as the VITHAR™ AI Health Coach, with their robust healthcare
services to bring an unprecedented level of care to patients. We
look forward to providing further updates as we advance these
important transactions."
“We are delighted to enter into these
transactions with FOXO,” said Seamus Lagan, the Chief Executive
Officer of Rennova Health Inc. “The two agreements have the
potential to drive significant value and synergies for both our
respective companies. In particular, we believe this transaction
will enable us to rapidly expand our core business. In addition, by
combining our established healthcare operations with FOXO’s
expertise in AI and epigenetics, we foresee a powerful synergy that
will enhance our service offerings and broaden our impact in the
healthcare sector. This partnership is not only a strategic
alignment for growth but also a major step forward in our mission
to provide top-tier healthcare services and improve patient
outcomes.”
Additional details about the transactions are
available in the Company’s Form 8-K, which has been filed with the
Securities and Exchange Commission.
About Rennova Health, Inc.
Rennova Health, Inc. (“Rennova,”) is a provider
of health care services. The company owns one operating hospital in
Oneida, Tennessee known as Big South Fork Medical Center, a
hospital located in Jamestown, Tennessee that it plans to reopen,
and an alcohol and drug treatment facility and OBOT operated by
Myrtle Recovery Centers, Inc. For more information, please visit
www.rennovahealth.com.
About FOXO Technologies Inc.
FOXO is a biotechnology company dedicated to
improving human health and longevity through the development of
cutting-edge technology and product solutions for various
industries, including life insurance. FOXO’s epigenetic technology
applies AI to DNA methylation to identify molecular biomarkers of
human health and aging. FOXO is committed to leveraging the latest
advancements in science and technology to help people live better,
longer lives. For more information about FOXO, visit
www.foxotechnologies.com.
Forward-Looking Statements
This press release contains certain
forward-looking statements for purposes of the “safe harbor”
provisions under the United States Private Securities Litigation
Reform Act of 1995. Any statements other than statements of
historical fact contained herein, including statements about the
delisting of the Warrants from NYSE American, trading of the
Warrants in the over-the-counter market, the continued listing of
the Company’s Class A common stock on NYSE American, and other
statements identified by words such as “will likely result,” “are
expected to,” “will continue,” “is anticipated,” “estimated,”
“believe,” “intend,” “plan,” “projection,” “outlook” or words of
similar meaning, but the absence of these words does not mean that
a statement is not forward-looking. Any such forward-looking
statements are based upon the current beliefs and expectations of
the Company’s management and are inherently subject to significant
business, economic and competitive uncertainties and contingencies,
many of which are difficult to predict and generally beyond the
Company’s control. Many factors could cause actual future events to
differ materially from the forward-looking statements in this press
release, including but not limited to the possibility that the Plan
will not be accepted by NYSE American, the Company will be unable
to satisfy other continued listing requirements of NYSE American
for its Class A common stock to maintain the listing of the Class A
common stock on NYSE American; the risk of changes in the
competitive and highly regulated industries in which FOXO operates;
variations in operating performance across competitors or changes
in laws and regulations affecting FOXO’s business; the ability to
implement FOXO’s business plans, forecasts, and other expectations;
the ability to obtain financing; the risk that FOXO has a history
of losses and may not achieve or maintain profitability in the
future; potential inability of FOXO to establish or maintain
relationships required to advance its goals or to achieve its
commercialization and development plans; the enforceability of
FOXO’s intellectual property, including its patents and the
potential infringement on the intellectual property rights of
others; and the risk of downturns and a changing regulatory
landscape in the highly competitive biotechnology industry or in
the markets or industries in which FOXO operates, including the
highly regulated insurance industry. The foregoing list of factors
is not exhaustive. Readers should carefully consider the foregoing
factors and the other risks and uncertainties discussed in FOXO’s
most recent reports on Forms 10-K and 10-Q, particularly the “Risk
Factors” sections of those reports, and in other documents FOXO has
filed, or will file, with the SEC. These filings identify and
address other important risks and uncertainties that could cause
actual events and results to differ materially from those contained
in the forward-looking statements. Forward-looking statements speak
only as of the date they are made. Readers are cautioned not to put
undue reliance on forward-looking statements, and FOXO assumes no
obligation and do not intend to update or revise these
forward-looking statements, whether as a result of new information,
future events, or otherwise.
Contact:Crescendo Communications, LLC(212)
671-1020foxo@crescendo-ir.com
FOXO Technologies (AMEX:FOXO)
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