REPEAT - CloudMD Announces Binding Term Sheet to Acquire Integrated Medical Clinic with 12 Physicians - Seite 2

Terms of Acquisition

In consideration for the purchase of all of the outstanding securities of the medical clinic, CloudMD has agreed to pay Shareholders (pro-rata) aggregate consideration of up to C$700,000 payable as up to C$200,000 in cash and up to C$500,000 in shares of the Company (the “Purchase Price”), a portion of which is subject to the achievement of certain performance conditions, and a customary working capital adjustment. All shares issued pursuant to the acquisition are priced at the ten-day volume weighted trading price of the Company shares for the 10 trading days prior to the execution of the definitive agreement.

The acquisition is subject to customary closing conditions, including the execution of a definitive acquisition agreement and receipt of TSX Venture exchange approval. The Company anticipates a definitive agreement on or before July 31, 2020.

About CloudMD Software & Services

CloudMD is digitizing the delivery of healthcare by providing patients access to all points of their care from their phone, tablet or desktop computer. The Company offers SAAS based health technology solutions to medical clinics across Canada and has developed proprietary technology that delivers quality healthcare through the combination of connected primary care clinics, telemedicine, and artificial intelligence (AI). CloudMD currently provides service to a combined ecosystem of 376 clinics, over 3000 licensed practitioners and almost 3 million patient charts across its servers.

ON BEHALF OF THE BOARD OF DIRECTORS

“Dr. Essam Hamza, MD"
Chief Executive Officer

FOR ADDITIONAL INFORMATION CONTACT:

CloudMD Software & Services Inc.
investors.cloudmd.ca
Email: [e-mail]

Forward Looking Statements

This news release contains forward-looking statements that are based on CloudMD’s expectations, estimates and projections regarding its business and the economic environment in which it operates, including with respect to its business plans and its intended use of the proceeds of the Offering. Although CloudMD believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Therefore, actual outcomes and results may differ materially from those expressed in these forward-looking statements and readers should not place undue reliance on such statements. These forward-looking statements speak only as of the date on which they are made, and CloudMD undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.