WELL Health Provides Corporate Update on Capital Allocation Program Including Expanded Credit Facility and the Strategic Acquisition of a Leading E-Consult Platform

Executive Summary

• WELL Health Technologies completed a $33 million cash acquisition of E‑Consult Canada LP (61% stake) and eight primary‑care clinics in Alberta, adding an e‑consult platform and ~30 providers.
• The company upsized its senior secured credit facility to $400 million (plus a $100 million uncommitted accordion) with lenders led by RBC, JPMorgan, and TD, extending maturity to 2030 and leaving >$195 million of unused capacity.
• In 2025 WELL executed 20 clinic acquisitions (including three absorptions), deploying ~$77 million—over 400% more capital than in 2024—and now has ~ $245 million of clinical revenue under LOI or advanced‑stage targets.

Key Details

• Acquisition Terms:
• 100% ownership of eight Alberta clinics (closed Dec 1 2025).
• 61% equity interest in E‑Consult Canada LP for approximately $33 M cash (closed Feb 1 2026).

• Pro forma annual revenue contribution from the combined assets: ≈ $45 M, with gross margins ~48% and Adjusted EBITDA margin >20%.

• Credit Facility:

• Total committed capacity $400 M (up from prior $200 M).
• Additional $100 M uncommitted accordion facility.
• Extended term to January 2030; leverage expected < 3.0× as of Dec 31 2025 and post‑acquisition.

• Remaining available capacity > $195 M.

• Clinic Acquisition Activity (2025):

• Completed 20 clinic transactions (including three absorptions), double the prior year’s count.

• Capital deployed ≈ $77 M, a >400% increase versus 2024.

• Pipeline & Future Growth:

• Approximately $245 M of clinical revenue under advanced‑stage negotiations or signed LOIs for future acquisitions.
• Expanded e‑consult capability supports over 100 providers and positions WELL to roll out services to additional provinces/territories and Indigenous communities.

Notable Quotes

• “The expansion and extension of our senior secured credit facility significantly enhances our financial flexibility… we’ve acquired a scalable, technology‑enabled healthcare e‑consult capability…” – Hamed Shahbazi, Founder & CEO, WELL Health Technologies.
• “The majority of our clinics have now completed their initial stage of digitization… we are already seeing the positive effects of our digitization work along with strong patient satisfaction.” – Dr. Michael Frankel, Chief Medical Officer & President, Canadian Clinics.