Viveon Health Acquisition Corp. and Clearday, Inc. Announce Amendment to their Definitive Merger Agreement

Norcross GA and San Antonio, TX, Aug. 29, 2023 (GLOBE NEWSWIRE) -- Viveon Health Acquisition Corp. (NYSE American: VHAQ) (“Viveon”), a special purpose acquisition company, and Clearday, Inc. (CLRD) (“Clearday”), an innovative longevity technology company using an integrated platform of robotic companion care and AI-driven technology to serve the senior adult care sector, announced today that they have amended the terms of their previously announced Merger Agreement, dated as of April 5, 2023 (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, a business combination between Viveon and Clearday will be effected through the merger of a wholly owned subsidiary of Viveon with and into Clearday, with Clearday surviving the merger as a wholly owned subsidiary of Viveon (the “Merger”).

The amendment to the Merger Agreement provides for, among other things, (i) an increase in the merger consideration from $250,000,000 to $500,000,000 (plus the aggregate exercise price for all Clearday options and warrants), payable in shares of Viveon’s common stock, (ii) that holders of all of Clearday’s capital stock (including Clearday’s common stock and preferred stock) at the effective time of the Merger will be entitled to receive a pro rata portion of the earnout shares, and (iii) amending the mechanics for appointing a successor Clearday representative.

“We continue to believe Clearday to be the right partner for Viveon and look forward to closing the transaction in the near future,” said Jagi Gill, CEO of Viveon. Mr Gill added, “We have been working closely with the Clearday team during the last few months to further develop their longevity-tech platform and believe Clearday has added considerably to the platform’s ability to meet the significant addressable longevity care market that is estimated to be more than $275 billion and provide meaningful benefits to residential care communities and their staff. We remain committed to working with the Clearday team to optimize their novel technology platform and executing on the sales channel expansion delivering companion care solutions for residents and operators in the burgeoning senior care market.”