WELL Subsidiary WELLSTAR Technologies Announces $62M Financing to Support Its Pre-Spinout Growth Strategy

Executive Summary

• WELLSTAR Technologies Corp. entered into subscription agreements for a C$62 million Series B preferred share financing at C$1.50 per share, supported by Mawer Investment Management, Edgepoint Wealth Management and PICTON Investments.
• The financing builds on a prior C$50.4 million Series A raise and is expected to close in early December 2025, providing balance‑sheet strength for AI‑enabled solutions, product expansion, acquisitions and organic growth.
• Upon closing, C$59 million of Series B shares will be issued to institutional investors and ~C$3 million to management; the shares carry conversion rights, future dividend accruals (starting 2026) and redemption options after December 31 2026.

Key Details

• Offering Size & Price: Approx. C$62 million total; C$1.50 per Series B share.
• Investor Support: Mawer Investment Management Ltd., Edgepoint Wealth Management Inc., PICTON Investments (institutional investors).
• Closing Timeline: Anticipated early December 2025, subject to customary closing conditions.
• Series A Reference: Prior Series A raise of C$50.4 million at C$1.00 per share in Dec 2024.
• Share Allocation on Closing:
• C$59 million of Series B shares to institutional investors.
• Approx. C$3 million of Series B shares to WELLSTAR and WELL management.
• Conversion & Dividend Terms:
• Automatic conversion into subordinate voting shares upon a qualifying IPO, RTO, or other liquidity event.
• No dividends until 2026; thereafter quarterly notional preferred dividends accrue at an increasing rate.
• Redemption right for holders any time after Dec 31 2026.
• Governance: Holders will enter amended/restated shareholders’ and governance agreements granting standard investor rights while WELLSTAR remains private.
• Use of Proceeds: Targeted toward future acquisitions, AI‑related innovation, organic growth initiatives, and general corporate purposes.
• Listing Intent: WELLSTAR aims for a public listing in 2026, separating from WELL’s clinical operations to give investors direct exposure to the high‑growth SaaS healthcare business.
• Lead Agents: Cormark Securities (sole bookrunner), Beacon Securities, Stifel Nicolaus Canada – co‑lead agents on behalf of a syndicate.
• Management Quote: Amir Javidan, CEO of WELLSTAR, highlighted investor confidence, balance‑sheet strength and the strategic focus on AI‑enabled solutions and acquisitions.

Notable Quotes

“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.” – Amir Javidan, CEO, WELLSTAR Technologies Corp.