WELL Health Subsidiary WELLSTAR Expands National Billing Platform with Two Strategic Acquisitions, Now Serving Six Provinces

Executive Summary

• WELLSTAR completed two strategic acquisitions—PatientSERV (Ontario) and Lambert Médico Factures (Québec)—for a total cash consideration of approximately $4.8 M, plus up to $6.3 M in contingent milestone payments.
• The combined assets are expected to generate roughly $5 M of annual revenue with EBITDA margins near 20%, raising WELLSTAR’s annualized revenue run‑rate to about $84 M.
• The deals expand WELLSTAR’s billing coverage to six Canadian provinces and support its goal of reaching a $100 M revenue run‑rate by year‑end, backed by a recently announced $62 M equity financing.

Key Details

• Total consideration: ~US$4.8 million cash (includes assumption of indebtedness, holdbacks, working‑capital adjustments).
• Contingent payouts: Up to US$6.3 million based on future milestones or performance targets.
• Acquired assets:
• PatientSERV Corp. – Ontario’s leading uninsured and third‑party medical billing platform (acquisition closed Dec 1, 2025).
• Lambert Médico Factures Inc. – Established Québec medical billing provider (majority ownership acquisition closed Feb 1, 2026).
• Revenue impact: Combined annual revenue contribution of ~US$5 million; EBITDA(1) margins projected at ~20%.
• Run‑rate effect: Post‑acquisition annualized revenue run‑rate rises to approximately US$84 million.
• Financing context: Acquisition occurs after WELL’s announcement of a US$62 million equity financing, providing sufficient capital for continued growth and the targeted $100 M run‑rate by year‑end.
• Strategic rationale: Expands presence in Canada’s two largest provincial markets, extends billing services to six provinces, deepens physician‑centric platform, and creates cross‑selling opportunities across the national footprint.
• Management comments:
• Amir Javidan (CEO, WELLSTAR) highlighted the acquisitions as a “major step forward” toward building Canada’s most complete clinical operations platform and emphasized the role of technology, AI, and analytics in improving claim accuracy and reducing administrative burden.
• Hamed Shahbazi (CEO & Chairman, WELL Health) reiterated commitment to the planned spin‑out of WELLSTAR and described four competitive moats—System of Action, Data & Context Intelligence, Brand & Trust, Network Effects—that underpin the subsidiary’s differentiated value proposition.

Notable Quotes

• “Taken together, these transactions represent a major step forward in our mission to build Canada’s most complete and physician‑centred clinical operations platform.” – Amir Javidan, CEO, WELLSTAR
• “WELL remains fully committed to the planned spin‑out of WELLSTAR and to unlocking the significant value embedded in this technology asset.” – Hamed Shahbazi, CEO & Chairman, WELL Health

Materiality Assessment: Material – Positive (the acquisitions materially increase revenue run‑rate, expand geographic coverage, and are tied to a sizable financing package).