DENVER and NEWTOWN, PA, April. 19, 2020 (GLOBE NEWSWIRE) — via NewMediaWire — Helix Technologies, Inc. (OTCQB: HLIX ) and Medical Outcomes Analysis Analytics, LLC (MOR Analytics) nowadays announced they have entered into a good agreement to combine, creating a cutting-edge healthcare information, analytics and technological innovation organization. The combination will be achieved by both companies becoming totally owned subsidiaries of a newly formed company, Forian Inc. When completion of the all-stock matter, MOR Analytics members will extremely approximately 72 percent and Helix shareholders will own approximately twenty-eight percent of the combined organization on a fully diluted perspective. Helix shareholders will receive. 027 shares of Forian common investment for each share of Helix common stock. The Forian dispenses received by the Helix investors and MOR Analytics members for the merger are expected to be treated as a tax-free exchange for federal income tax purposes. Additionally, at the time of the combination, it might be expected that Forian will have got in excess of $10 mil in cash available. Forian will definitely not incur any new personal debt to affect the combination.
“We are thrilled to include Helix’s unique technology and knowledge assets to our innovative de-identified patient health data and stats platform. We have created the particular nation’s only HIPAA compliant, Tremendous World Evidence platform integrating hashish and de-identified healthcare data fashioned to support SaaS based industry performance analytics, product safety as well as efficacy surveillance solutions, and evidence-based health outcomes research . Our U. S. -based healthcare and cannabis clients can certainly leverage data-driven insights to accomplish improved patient health outcomes and enterprise performance. We are excited to be able to welcome the Helix platform plus recognize the top-tier results developed by Zachary and his group over the last several decades, ” said MOR Analytics Chief Executive Officer, Dan Barton.
“As Helix has grown into one connected with the leading global providers involving software used in the cannabis industry, we have prioritized value added solutions, innovation, and outstanding execution at every opportunity. With today’s important announcement, this commitment is without a doubt being come to the next amount. Joining with MOR adds some completely new and critical dimensions to Helix’s capabilities that is going to further advance the commercial success of shoppers using our BioTrack in addition to Cannalytics technology suites, ” stated Helix’s CEO Zachary Venegas.
MOR Stats started by WebMD alumni Mand Dublin and Max Wygod, together with its early financings were pre lit trees by visionary healthcare entrepreneur Marty Wygod. During the last four decades, Marty Wygod has delivered some with the most innovative and fantastic publicly-traded healthcare companies (Medco, Emdeon, and WebMD, among others) approaching the needs of patients, health professionals, and life science companies whilst utilizing technology and data to help reduce the money necessary for healthcare for millions of people across the globe.
MOR Analytics and Helix truly know there are significant synergistic in order to create value by combining Helix’s operating software business and exclusive data assets with MOR’s proprietary data and proven experience throughout data architecture, technology, and analytics. Specifically, the merger will create the most important proprietary, integrated, HIPAA-compliant U. S. cannabis Real World Research and commercial analytics platform that will:
- Deliver evidence-based knowledge into the safety and efficiency of ethical pharmaceuticals and marijuana products to equip physicians, caregivers, cannabis stakeholders, and patients utilizing credible evidence to improve individual care and health outcomes thru usage of observational research.
- Provide a SaaS-based platform serving multiple verticals together with life sciences, government, payers, workers and cannabis dispensaries, manufacturers and even cultivators while using information and brains to better understand their products, customers, and the dynamics of a rapidly changing marketplace to generate commercial performance across segments.
- Empower government bodies to more granularly assess often the safety, health, social and financial outcomes linked to all therapeutic choices as the cannabis market machines and cannabinoid-based therapies are acquired as mainstream therapeutic alternatives.
- Deliver this most advanced data management, software and analytics products to performance the business performance of Helix’s large and growing, installed customer base.
Management, Governance and Headquarters
The combined firm expects to maintain headquarters in Newtown, PA, with offices in Fortification Lauderdale, FL and Denver, CO. Dan Barton, Chief Executive Expert of MOR Analytics, will become Fundamental Executive Officer of the bundled organization. Max Wygod, co-founder with MOR Analytics, will become Exec Chairman of the Board. Mandsperson Dublin, co-founder of MOR Stats, will become Chief Strategy Official and Director. Zachary Venegas, Accounting Chairman and Chief Executive Official of Helix, and Scott Ogur, Chief Financial Officer of Helix, will often lead Helix together with MOR executives. Forian’s Board associated with Directors will initially be comprised of a total of 10 directors, including Marty Wygod, Max Wygod, Adam Dublin, Dan Barton of MOR Analytics, Scott Ogur of Helix, and six brand new independent directors.
Approvals and Time to Close
The transaction will be subject to customary closing situations, including regulatory approvals and guarantee by Helix’s shareholders, and is expected to close in the first quarter 2021. Forian desires to apply and be stated on the Nasdaq Stock Trade. Helix shareholders representing approximately 45% of the currently outstanding voting common shares have entered inside agreements to vote their shares favoring the use of the transaction.
Helix’s legal advisors are Nelson Mullins Riley & Scarborough LLP. MOR Analytics’ legal advisors are Duane Morris LLP.
About Helix Technology, Inc.
Helix’s industry-leading compliance as well as point of sale technologies are generally focused on the unique needs associated with the quickly evolving cannabis industry, offering customers seamless compliance administration solutions and earning government deals in this rapidly growing market place. The BioTrack cutting-edge platform is made to scale alongside the cannabis marketplace. The Helix’s leadership team features deep experience in entrepreneurship, mergers, and acquisitions, technology and safeness. With headquarters in Denver, Colorado state and teams based in The carolina area, Washington, Hawaii, Nevada, and Perú, Helix is committed to providing highly sophisticated and secure working environments.
About Medical Outcomes Basic research Analytics, LLC.
MOR Analytics, established in 2019, is an effective and evolving private company providing a Real World Evidence (“RWE”) and Software as a Product (“SaaS”) analytics platform designed for you to support the info requirements of constituents across the healthcare industry. Your platform will enable life research companies, payers, providers, and government bodies to better understand the value and efficacy of healthcare merchandise and services while providing quest critical business insights into clients’ products, services, customers and the particular dynamics of a rapidly adjusting marketplace. Management, administrators, physicians, clients and caregivers can, in revert, utilize information to make informed industry decisions and guide healthcare final decision making. MOR has assembled a particular of the largest proprietary, de-identified patient-level RWE databases from the Ough. S. The MOR platform features been developed leveraging state-of-the-art technology coupled with rigorous HIPAA expectations.
Often the members of MOR Analytics already have operated seven public healthcare firms (the most recent being WebMD and the largest being Medco), which collectively generated over in the region of $15 billion in returns pertaining to public shareholders. The corporation is led by a highly talented executive power team with deep industry experience and even relationships. MOR’s team includes operatives who have helped lead 2 of the largest and nearly all successful healthcare informatics businesses throughout the U. S., built-out plus commercialized some of the main health and consumer information listings worldwide, patented leading-edge encryption technological innovation to make sure patient privacy, developed the highly successful SaaS-based health informatics platform powered by big facts serving countless business-to-business end customers, and helped build leading end user and physician marketing platforms from WebMD, IQVIA and other companies.
Dan Barton, Chief Executive Officer of MOR Analytics, combines over 30 ages of healthcare information management in addition to analytics expertise, having served within executive positions at IQVIA, GlaxoSmithKline, and SDI Health. Through these roles, Dan has been the two a consumer and provider from patient data analytics in medicine, powering the ability to recognize consumer behaviors, product safety together with efficacy, and drive commercial success.
Spork Wygod, co-founder of MOR Analytics, is often a healthcare executive and person with extensive experience investing, receiving, and divesting public and individual growth companies at the intersection of healthcare and information technology.
Adam Dublin, co-founder of MOR Analytics, might be a seasoned entrepreneur and mature executive with extensive expertise around healthcare information and technology, acquiring served in senior roles by WebMD and SDI Health, amongst others. As Chief Strategy Officer at SDI Health, Adam patented encryption and de-identification technologies that will enabled the linkage of tonteria patient databases in a HIPAA-compliant fashion to create one in the first and largest Fundamental Evidence (RWE) platforms supporting well being economics, outcomes research, and syndromic surveillance.
Cautionary Statements Regarding Forward-Looking Statements
This communication contains “forward-looking statements” within the meaning with the federal securities laws, which includes Section 27A of the Investments Act of 1933, as corrected, and Section 21E of this Securities Exchange Act of 1934, as amended. In this circumstance, forward-looking statements often address estimated future business and financial general performance and financial condition, and oftentimes contain words such as “expect, ” “anticipate, ” “intend, ” “plan, ” “believe, ” “seek, ” “see, ” “will, inch “would, ” “target, ” the same expressions, and variations or negatives of these words. Forward-looking documents by their nature address things that involve risks and uncertainties, plenty which are beyond typically the control of Helix Technologies, ELS Analytics or Forian, and tend to be not guarantees of future benefits, such as statements about your potential timing or consummation involving the proposed transaction or often the anticipated benefits thereof, including, lacking limitation, future financial and managing results. These along with forward-looking reports are not guarantees of long term results and are subject to be able to risks, uncertainties and assumptions that could cause actual results to differ materially from those indicated in any forward-looking statements. Appropriately, there are or will get critical factors that could cause genuine results to differ materially with those indicated the best statements and, therefore, you should not position undue reliance on any these kinds of statements and caution must possibly be exercised in relying on forward-looking statements. Important risk factors of which may cause such a distinction include, but are not limited to, risks and uncertainties pertaining to (i) a chance to obtain shareholder and regulatory approvals, or typically the possibility that they may postpone the transaction or that this sort of regulatory approval may result in the imposition of conditions that will could cause the parties for you to abandon the transaction, (ii) the particular risk that a condition to be able to closing of the merger could possibly not be satisfied; (iii) the ability of MOR Analytics and Helix Technologies to integrate their businesses successfully and to achieve anticipated cost savings and other synergies, (iv) the possibility that other anticipated benefits of the proposed transaction will not be realized, including without limitation, anticipated revenues, expenses, earnings and other financial results, and growth and expansion of the new mixed company’s operations, and the predicted tax treatment, (v) potential court relating to the proposed matter that may be instituted against MOR Stats, Helix Technologies or their particular directors, (vi) possible disruptions via the proposed transaction that may possibly harm MOR Analytics’ or Helix Technologies’ respective businesses, including latest plans and operations, (vii) the ability of Forian, MOR Analytics or Helix Technologies to maintain, charm and hire key personnel, like the management team named inside of this release, (viii) potential adverse tendencies or changes to relationships by using clients, employees, suppliers or alternative parties as a consequence of the announcement or completion of the merger, (ix) potential business uncertainty, including transformations to existing business relationships, within the pendency of the merger of which could affect MOR Analytics’ and/or Helix Technologies’ financial performance, (x) certain restrictions during the pendency of the merger that may effect MOR Analytics’ or Helix Technologies’ ability to pursue certain online business offerings or strategic transactions, (xi) extended availability of capital and university and rating agency actions, (xii) legislative, regulatory and economic trends and changes, (xiii) unpredictability plus severity of catastrophic events, among them, but is not limited to, COVID-19 operates of terrorism or outbreak about war or hostilities, (xiv) this risk that the Nasdaq variety of the Forian common stock may not occur, (xv) typically the risk of the fact that market price from Helix Technologies common stock could possibly be volatile and fluctuate considerably, including as a result about shares currently subject to trading restrictions that may be unveiled from such restrictions following often the business combination, (xvi) those pitfalls and uncertainties discussed in Helix Technologies’ Annual Report on Prepare 10-K for the fiscal years ended December 31, 2019 and also (xvii) management’s response to any of the aforementioned factors. These kind of risks, as well as other risks associated with the suggested transaction, will be more completely discussed inside the joint proxy statement/prospectus that will be in the subscription statement on Form S-4 that will be filed with the exact SEC connected with the proposed transaction. Should more than one of these threats or uncertainties materialize, or ought to underlying assumptions prove incorrect, true results may vary materially coming from those indicated or anticipated by just these forward-looking statements. Therefore , a person should not rely on just about any of these forward-looking statements. Typically the forward-looking statements included herein will be made only as of this date hereof. Neither MOR Analytics nor Helix Technologies assumes any obligation to provide revisions as well as updates to any forward-looking statements, regardless if as a result of new information, future developments or otherwise, should circumstances change, except just as otherwise required by securities and even other applicable laws.
Important Data About the Transaction and Wherever to Find It
In connection with the proposed transaction, Helix and Forian could be filing paperwork with the Securities and Return Commission (“SEC”), including the record by Forian of a sign up statement on Form S-4, plus Helix intends to mail the proxy statement regarding the recommended transaction to its shareholders that will also constitute a prospectus of Forian. As soon as the registration file is declared effective, a conclusive proxy statement/prospectus can be mailed in order to shareholders of Helix. Additionally, different documents may also be registered with the SEC regarding the exact proposed transaction. This document happens to be not a substitute for any web proxy statement/prospectus or registration statement or even any other document which Helix and Forian may file considering the SEC. INVESTORS AND ALSO STOCKHOLDERS ARE URGED TO THOROUGHLY READ THE PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO AND ANY DOCUMENTS INCORPORATED SIMPLY BY REFERENCE THEREIN) AND ANY OTHER SORTS OF RELEVANT DOCUMENTS IN CONNECTION USING THE TRANSACTION THAT FORIAN AND ALSO HELIX WILL FILE USING THE SECURITIES AND EXCHANGE COMMISSION’S WHEN THEY BECOME AVAILABLE SINCE THEY WILL CONTAIN IMPORTANT MATERIAL ABOUT THE TRANSACTION PLUS THE EVENTS TO THE TRANSACTION. Investors and security holders may perhaps obtain free copies of often the registration statement and the proxy statement/prospectus (when available) and various other documents filed using the SEC via the website maintained from the SEC at www.sec.gov or by getting in touch with the investor relations department in Helix at https://helixtechnologies.com/investor-relations/ .
Participants in the Application
Helix, MOR Analytics and sure of their respective directors, account manager officers, and employees may come to be deemed being “participants” in often the solicitation of proxies in admiration of the proposed transaction together with related matters. Information regarding Helix directors and executive officers, together with a description of their direct hobbies and interests, by security holdings or usually, is within Helix’s Form 10-K for the year ended Dec 31, 2019, with its definitive details statement filed on May 8, 2020, which are filed from the SECURITIES AND EXCHANGE COMMISSION’S. Additional information regarding the company directors and officers of MOR Analytics as well as combined company will be available in the registration epitome of fashion on Form S-4 as well as the mutual proxy statement/prospectus when they provided.
No Offer or Solicitation
The following communication is not intended in order to and shall not constitute a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transaction. This communication is not intended to and shall not constitute an offer selling or the solicitation of an offer to distribute or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in just about any jurisdiction in which such offer, solicitation or sale would be unlawful previous to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting certain requirements of Section 10 of the Securities Act of 1933, as amended, or an exemption therefrom. sed healthcare and cannabis clients can leverage data-driven insights to achieve improved patient health outcomes and business performance. We are excited to welcome the Helix platform and recognize the top-tier results produced by Zachary and his team over the last several years, ” said MOR Analytics Chief Executive Officer, Dan Barton.
Helix Technologies, Inc.
Helix Technologies, Inc.
Source: globenewswire. com
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