AIDX HealWell AI Inc

HEALWELL AI Inc. (“HEALWELL” or the “Company”) (TSX: AIDX) (OTCQX: HWAIF), (formerly known as MCI Onehealth Technologies Inc.), a healthcare technology company focused on AI and data science for preventative care, is pleased to announce its interim consolidated financial results for the quarter ended March 31, 2024.

Dr. Alexander Dobranowski, HEALWELL’s CEO, commented, "The first quarter marked an exceptional continuation of our journey since rebranding as HEALWELL AI last year and embracing our mission to revolutionize healthcare and enhance lives through early disease detection, powered by cutting-edge AI and data science technologies. Just six months after powering our partner WELL’s first-generation physician co-pilot, which was focused on rare disease detection, we have launched what we believe is currently the Canadian market’s only commercially available AI powered physician co-pilot that is integrated with a major EHR and assists with chronic disease detection. Given the importance of chronic disease to our healthcare ecosystem as the leading cause of death and disability, we couldn’t be prouder to bring this profound new capability to physicians via our partnership with WELL and our exclusive role powering their WELL AI Decision Support Tools."

Dr. Dobranowski further adds, “We're incredibly optimistic about our future trajectory, driven by a combination of organic growth and strategic mergers and acquisitions. Currently, our robust acquisition pipeline positions us for substantial expansion, potentially doubling our current revenue run-rate of over $20 million to exceed $40 million annually, leveraging our existing cash reserves. Our key areas of focus include ramping up physician adoption of the HEALWELL platform, accelerating sales of our AI tools and technology, broadening Intrahealth's reach, and deepening our integration within the WELL ecosystem. We're witnessing an unprecedented opportunity in healthcare data science and artificial intelligence, and we're poised to capitalize on it.”

Scott Nirenberski, HEALWELL’s CFO, commented, “HEALWELL closed the first quarter with a cash balance of $11.3 million. The recent announcement of an upsized bought deal financing of up to $20 million will, on completion, further strengthen our financial position, providing a substantial increase in cash reserves to fuel future M&A endeavors. It's important to note that our Q1 results do not fully reflect the Company's current run-rate revenues, as the Intrahealth acquisition, finalized in February, is anticipated to contribute over $12 million in annualized revenue, as well as positive EBITDA. Looking forward, we are optimistic about the prospects for both our top and bottom-line performance.”

A summary of the Company’s financial and operational results is set out below, and more detailed information is contained in the interim consolidated financial statements and related management discussion and analysis, which are available on the Company’s SEDAR+ page at www.sedarplus.com. Financial measures described as “Adjusted” in this news release are non-IFRS financial measures and may not be comparable to other similar measures disclosed by other companies. Please see Non-IFRS Financial Measures below for more information.

First Quarter 2024 Financial Highlights

Significant financial highlights for the Company’s continuing operations during the three months ended March 31, 2024 included:

• HEALWELL achieved quarterly revenue from continuing operations of $4.58 million during Q1-2024, an increase of 132% compared to $1.97 million generated in Q1-2023. The growth in revenue is primarily attributed to the addition of Intrahealth Systems Limited (“Intrahealth”).
• HEALWELL achieved Adjusted Gross Profit(2) of $2.84 million during Q1-2024, an increase of 329% compared to $0.66 million in Q1-2023. The increase in Gross Profit is primarily attributed to higher revenue in the quarter from the acquisition of Intrahealth.
• HEALWELL achieved an Adjusted Gross Margin(2) percentage of 62% during Q1-2024, compared to 33% in Q1-2023. The improvement in Adjusted Gross Margin improvement was due to the contribution of higher margin revenue from Intrahealth.
• During Q1-2024, HEALWELL reported Adjusted EBITDA(1) loss of $2.56 million, compared to a loss of $1.86 million in Q1-2023.
• As at March 31, 2024, HEALWELL had $11.34 million in cash, compared to $19.16 million as at December 31, 2023. The decrease in cash balance was due to the acquisition of Intrahealth.  

First Quarter 2024 Business and Operational Highlights

Significant business and operational highlights for the Company during the three months ended March 31, 2024 included:

• Intrahealth Acquisition: On February 1, 2024, the Company announced that it had completed the acquisition of Intrahealth. Intrahealth is an advanced SaaS based Electronic Health Records (“EHR”) management platform for small and medium enterprise healthcare organizations across Canada, Australia, and New Zealand. Intrahealth is expected to generate over $12 million in revenues in 2024, which reflects double digit organic growth. Historically, Intrahealth has achieved over 80% gross margins, produced positive EBITDA, and positive cashflows. Over 80% of its revenue is high margin recurring revenue.
• Chairman of the Board Appointment: On February 27, 2024, the Company announced the appointment of Hamed Shahbazi as Chairman of the Board of HEALWELL. Mr. Shahbazi is currently the Chairman and CEO of WELL, Canada's largest owner operator of outpatient medical clinics and leading digital health service providing software and services to more than one third of all Canadian physicians. Mr. Shahbazi has served on the Board of HEALWELL since its relaunch on October 1, 2023. Concurrent to Mr. Shahbazi’s appointment, Mr. Kingsley Ward stepped down from HEALWELL’s Chairman position but continues to serve as an independent director on HEALWELL’s board.
• WELL USA and Circle Medical Partnership: On March 14, 2024, the Company announced new commercial agreements with WELL Health USA and Circle Medical, expanding into the US market. The agreements will allow HEALWELL to provide US patients with access to its subsidiaries Pentavere Research Group Inc. (“Pentavere”) and Khure Health Inc. (“Khure”) for the purposes of earlier diagnosis and identification of patients with potential risks of certain conditions.

Events Subsequent to March 31, 2024

Significant business and operational highlights for the Company subsequent to March 31, 2024 included:

• HEALWELL AI’s Pentavere’s Landmark Publication: On April 4, 2024, the Company’s subsidiary, Pentavere, published a ground-breaking paper validating the use of generative AI to identify rare lung cancer patients. Through innovative research and collaboration with industry leaders, Pentavere is unlocking the potential of AI to drive meaningful improvements in patient outcomes and advance precision medicine initiatives globally.
• Launch of Second Generation WELL AI Decision Support: On May 2, 2024, the Company and WELL introduced the second generation of the WELL AI Decision Support (“WAIDS”). This enhanced version features advanced chronic disease screening, including detection capabilities for chronic kidney disease, hypertension, and diabetes. WAIDS now identifies over one hundred diseases, providing actionable clinical insights at the point of care to aid in patient risk stratification and contribute to the management of chronic disease-related costs in Canada, estimated at approximately $190 billion annually.
• Bought Deal Financing: On May 6, 2024, the Company announced it has upsized its previously announced $16,000,065 bought deal offering to 12,592,600 units of the Company (the “Units”), on a “bought deal” private placement basis, at a price of $1.35 per Unit (the “Issue Price”) for gross proceeds of $17,000,010 (the “Offering”). Each Unit is comprised of one Class A subordinate voting share of the Company (a “Subordinate Voting Share”) and one-half of one Subordinate Voting Share purchase warrant (each whole warrant, a “Warrant”) of the Company. Each Warrant shall entitle the holder thereof to purchase one Subordinate Voting Share at an exercise price of $1.80 for a period of two (2) years. The Company agreed to amend the terms of the agent's option granted to the underwriters to permit the underwriters to purchase up to an additional 2,222,400 Units at the offering price. In the event the option is exercised in full, the aggregate gross proceeds of the offering will be $20,000,250. The financing remains subject to the satisfaction of certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange.

Webcast and Conference Call Details:

As previously announced, HEALWELL will be holding a conference call and simultaneous webcast to discuss its financial results on Tuesday May 14, 2024 at 5:00 pm ET (2:00 pm PT). The call will be hosted by Dr. Alexander Dobranowski, Chief Executive Officer, and Scott Nirenberski, Chief Financial Officer. Please dial-in 10 minutes prior to the start of the call.

Date: Tuesday May 14, 2024Time: 5:00 pm ET / 2:00 pm PTFor attendees who wish to join by webcast, the event can be accessed at: https://edge.media-server.com/mmc/p/iboe8jex

Attendees who wish to join by phone must visit the following link and pre-register: https://register.vevent.com/register/BI10befc2e470d4f5c82cbd87e488dee0f

Selected Financial Information(in thousands of dollars, except percentages and per share amounts)

Results of Operations
	Three months ended				Period over
	March 31				period Change
	2024		2023		$			%
	($ in thousands except percentages)
Continuing operation
Revenue	4,579		1,974		2,605			132
Cost of Revenue	2,190		1,471		719			49
Gross Profits	2,389		503		1,886			375
Research and development	916		1,850		(934)			(50)
Sales and marketing	760		187		573			306
General and administrative	6,149		2,242		3,907			174
	7,825		4,279		3,546			83
Net financing expenses	673		242		431			178
Share of comprehensive loss from associate	-		26		(26)			(100)
Changes in fair value of Call options	400		-		400			-
Changes in fair value of contingent consideration	-		(7)		7			(100)
Gain on settlement of shares-contingent consideration	-		677		(677)			(100)
Impairment of investment in an associate	-		2,303		(2,303)			(100)
	1,073		3,241		(2,168)			(67)
Loss before taxes	(6,509)		(7,017)		508			(7)
Income tax (recovery)	(234)		(218)		(16)			7
Net loss-continuing operation	(6,275)		(6,799)		1,291			(19)
Net loss on discontinued operations, net of tax	(1)		(649)		648			(100)
Net loss	(6,276)		(7,448)		1,172			(16)
Continuing operation
Adjusted gross profit(1)	2,837		661		2,176			329
Adjusted gross margin(1)	62%		33%		28%			85
Adjusted EBITDA(1)	(2,562)		(1,860)		(702)			38
Adjusted EBITDA margin(1)	(56%)		(94%)		38%			(41)
Discontinued operation
Adjusted gross profit(1)	62		2,876		(2,814)			(98)
Adjusted gross margin(1)	27%		30%		(4%)			(12)
Adjusted EBITDA(1)	-		(536)		536			(100)
Adjusted EBITDA margin(1)	0%		(6%)		6%			(100)
Net income/(loss) attributable to Company shareholders
- Continuing operation	(5,926)		(6,778)		852			(13)
- Discontinued operation	(1)		(649)		19			(3)
	(5,927)		(7,427)		1,500			(20)
Weighted average number of
Of Share outstanding: Basic and diluted	104,000		51,930
Net income (loss) per share -Basic and diluted
- Continuing operation	(0.06)		(0.13)
- Discontinued operation	-		(0.01)
	(0.06)		(0.14)

(1)   Adjusted Gross Profit, Adjusted Gross Margin, Adjusted EBITDA and Adjusted EBITDA Margin are non-IFRS measures. Please see “Non-IFRS Measures” above for an explanation of the composition of these measures and their usefulness, and “Reconciliation of Non-IFRS Measures” below for a reconciliation of these measures to the IFRS measures found in the Financial Statements.

Selected Statement of Financial Position Data

	March 31,		December 31,
	2024		2023
	$ in thousands
Cash	11,340		19,162
Accounts receivable	2,580		1,115
Call options	1,100		1,500
Net investment in subleases	335		375
Investments	410		410
Other assets	3,573		1,440
Assets classified as held for sale	1,248		1,150
Liabilities associated with assets classified as held for sale	(834	)	(897	)
Accounts payable and accrued liabilities	(9,145	)	(6,421	)
Bank loan	(1,552	)	(1,541	)
Debenture payable	(2,876	)	(2,932	)
Related party loan	(16,753	)	(11,181	)
Lease liabilities	(5,025	)	(5,274	)
Other liabilities	(3	)	(86	)
Non-controlling interest redeemable liability	(1,296	)	(1,282	)
Liability for contingent consideration	(260	)	(260	)

Non-IFRS Financial Measures

The terms Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted Gross Profit and Adjusted Gross Margin used in this document do not have any standardized meaning under IFRS, may not be comparable to similar financial measures disclosed by other companies and should not be considered a substitute for, or superior to, IFRS financial measures. Readers are advised to review the section entitled “Non-IFRS Financial Measures” in the Company’s management discussion and analysis for the quarter ended March 31, 2024, available on the Company’s SEDAR+ page at www.sedarplus.com, for a detailed explanation of the composition of these measures and their uses.

(1) The following table reconciles Adjusted EBITDA and Adjusted EBITDA Margin to net income (loss) for the three-months ended March 31, 2024 and March 31, 2023:

	Three months ended
	March 31
	2024		2023
	$ in thousands
Total Revenue
- Continuing operation	4,579		1,974
- Discontinued operation	235		9,560
	4,814		11,534
Net (loss) income
- Continuing operation	(6,275)		(6,799)
- Discontinued operation	(1)		(649)
	(6,276)		(7,448)
Add back (deduct)
Continuing operation
Depreciation and amortization	1,882		1,261
Net finance charges	673		242
Share of comprehensive loss (income) from associate	-		26
Gain/ Loss on settlement of shares-contingent consideration	-		677
Impairment of investment in associate	-		2,303
Changes in fair value of Call options	400		-
Changes in fair value of contingent consideration	-		(7)
Changes in fair value of investments
Share-based payment expense	481		714
Acquisition related expenses	525		-
Expected credit losses	(14)		(76)
Income taxes recovery	(234)		(201)
Discontinued operation
Net finance charges	1		113
Adjusted EBITDA
- Continuing operation	(2,562)		(1,860)
- Discontinued operation	-		(536)
Adjusted EBITDA Margin
- Continuing operation	(56%)		(94%)
- Discontinued operation	0%		(6%)

(2) The following table reconciles Adjusted Gross Profit and Adjusted Gross Margin to revenue and cost of revenue for the three-months ended March 31, 2024 and March 31, 2023:

	Three months ended				Period over
	March 31				period Change
	2024		2023		$		%
	($ in thousands except percentages)
Revenue
- Continuing operation	4,579		1,974		2,605		132%
- Discontinued operation	235		9,560		(9,325)		(98%)
Cost of revenue
- Continuing operation	2,190		1,471		719		49%
- Discontinued operation	173		6,684		(6,511)		(97%)
Less:
Depreciation and amortization
- Continuing operation	448		158		290		184%
Continuing operation
Adjusted gross profit	2,837		661		2,176		329%
Adjusted gross margin	62%		33%
Discontinued operation
Adjusted gross profit	62		2,876		(2,814)		(98%)
Adjusted gross margin	27%		30%

Dr. Alexander Dobranowski

Chief Executive OfficerHEALWELL AI Inc.

About HEALWELL

HEALWELL is a healthcare technology company focused on AI and data science for preventative care. Its mission is to improve healthcare and save lives through early identification and detection of disease. Using its own proprietary technology, the Company is developing and commercializing advanced clinical decision support systems that can help healthcare providers detect rare and chronic diseases, improve efficiency of their practice and ultimately help improve patient health outcomes. HEALWELL is executing a strategy centered around developing and acquiring technology and clinical sciences capabilities that complement the Company's road map. HEALWELL is publicly traded on the Toronto Stock Exchange (the “TSX”) under the symbol “AIDX” and on the OTC Exchange under the symbol “HWAIF”. To learn more about HEALWELL, please visit https://healwell.ai/.

Forward Looking Statements

Certain statements in this press release, constitute “forward-looking information” and “forward looking statements” (collectively, “forward looking statements”) within the meaning of applicable Canadian securities laws and are based on assumptions, expectations, estimates and projections as of the date of this press release. Forward-looking statements include statements with respect to the Company’s acquisition pipeline, its plans and strategies for achieving organic growth, the anticipated performance of the Company and its subsidiaries in 2024, including potential revenue growth and changes to cashflow and EBITDA, and the anticipated terms and completion of the Company’s recently announced bought deal-financing for up to $20 million of gross proceeds. The words “ “improve”, “grow”, “position”, “implement”, “continuing to”, “potential”, “future”, “anticipated”, “expect”, “revolutionize”, “outlook”, “believe”, “opportunity”, “prospect”, “looking forward”, “is unlocking” or variations of such words and phrases or statements that certain future conditions, actions, events or results “will”, “may”, “could”, “would”, “should”, “might” or “can”, or negative versions thereof, “occur”, “continue” or “be achieved”, and other similar expressions, identify forward-looking statements. Forward-looking statements are necessarily based upon management’s perceptions of historical trends, current conditions and expected future developments, as well as a number of specific factors and assumptions that, while considered reasonable by the Company as of the date of such statements, are outside of the Company's control and are inherently subject to significant business, economic and competitive uncertainties and contingencies which could result in the forward-looking statements ultimately being entirely or partially incorrect or untrue. Forward looking statements contained in this press release are based on various assumptions, including, but not limited to, the following: the Company's ability to maintain its relationships with its commercial partners and to successfully implement its strategic alliance with WELL; the Company's future access to debt and equity financing; the Company’s ability to satisfy the conditions precedent to completing its bought-deal financing and the terms and timelines on which it will be completed; the Company's plans for future cost reduction; the availability of working capital and sources of liquidity; the Company's ability to achieve its growth and revenue strategies; the availability of potential acquisition targets, the Company’s ability to complete acquisitions successfully, and the terms on which acquisitions may be completed; the demand for the Company's products and fluctuations in future revenues; the availability of future business ventures, commercial arrangements and acquisition targets or opportunities and the Company's ability to consummate them and to effectively integrate future acquisition targets into its platform; the Company's ability to grow its customer base; the effects of competition in the industry; the requirement for increasingly innovative product solutions and service offerings; trends in customer growth; the stability of general economic and market conditions; currency exchange rates and interest rates; the Company's ability to comply with applicable laws and regulations; the Company's continued compliance with third party intellectual property rights; and that the risk factors noted below, collectively, do not have a material impact on the Company's business, operations, revenues and/or results. By their nature, forward-looking statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct, and that objectives, strategic goals and priorities will not be achieved. Past performance is not indicative of future results.

Readers are encouraged to review the “Liquidity and Capital Resources” section of the Company’s MD&A, together with Note 2(b) of the Company’s inteirm financial statements, for the period ended March 31, 2024, which indicate the existence of material uncertainties that cast significant doubt on the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern was, as at March 31, 2024, dependent on, among other things, its ability to meet its financing requirements on a continuing basis, to continue to have access to financing, and to generate positive operating results. The Company’s ability to satisfy its financing requirements and ultimately achieve necessary levels of profitability and positive cash flows from operations, to raise additional funds, and to improve operating results were and are dependent on a number of factors outside the Company’s control, and while the Company has raised significant financing during the year ended December 31, 2023 and the first quarter of 2024, there can be no assurance that the Company will continue to be successful in these endeavors in the future.

Known and unknown risk factors, many of which are beyond the control of the Company, could cause the actual results of the Company to differ materially from the results, performance, achievements or developments expressed or implied by such forward-looking statements. Such risk factors include but are not limited to those factors which are discussed under the section entitled “Risk Factors” in the Company’s annual information form dated April 1, 2024, which is available under the Company's SEDAR+ profile at www.sedarplus.com. The risk factors are not intended to represent a complete list of the factors that could affect the Company and the reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Forward-looking statements are provided for the purpose of providing information about management’s expectations and plans relating to the future. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law. All of the forward-looking statements contained in this press release are qualified by these cautionary statements.

For more information:

Pardeep S. SanghaInvestor Relations, HEALWELL AI Inc.Phone: 604-572-6392ir@healwell.ai