The combination of the two companies, if it is consummated, would fuse one of the leading healthcare information technology companies with one of the leading medical management companies to form a unique, scalable operating platform that would be well positioned for the ongoing transition of
Under the terms of the LOI, Clinigence will issue newly-issued shares of common stock, on a fully-diluted pro rata basis, to the equity holders of AHA in exchange for 100% of the outstanding equity securities of AHA by means of a reverse triangular merger in which a wholly owned subsidiary of Clinigence will merge with and into AHA, with AHA continuing as the surviving corporation under a name yet to be determined by both companies (the “Merger”). The former AHA equity holders would own 80% of Clinigence’s issued and outstanding common stock and the former Clinigence equity holders would own 20% of Clinigence’s issued and outstanding common stock, in each case on a fully-diluted, as converted basis as of immediately prior to the Merger (including options, warrants and other rights to acquire equity securities of Clinigence).
“The healthcare industry is in the midst of significant changes. Our proposed merger would address the current lack of sufficient, high-quality infrastructure to operate medical provider networks that would be able to succeed under value-based reimbursements, especially per member, per month capitated risk payments,” stated
“We are excited to announce this proposed strategic merger with Clinigence to create one of the leading technology-enabled population health management companies in the country. We expect to be an active participant in the consolidation of our industry,” stated
Proposed Merger Timeline and Listing of Common Stock on Nasdaq
Clinigence and AHA intend to sign a definitive merger agreement prior to
Trading Symbol Update
The Company’s trading symbol is “CLNH”, although it is expected that “IGMBD” will remain the Company’s ticker until approximately
A copy of the LOI in its entirety and the Form 8-K report may be accessed at www.sec.gov.
AHA is a privately held medical management platform company and provider network. For more information, please visit www.ahahealthcare.com. Information on our web-site does not comprise a part of this press release.
Certain statements and information included in this press release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Act of 1995. When used in this press release, the words or phrases "will likely result," "expected to," "will continue," "anticipated," "estimate," "projected," "intend," “goal,” or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks, known and unknown, and uncertainties, including but not limited to, economic conditions, dependence on management, dilution to shareholders, lack of capital, changes in laws or regulations, the effects of rapid growth upon the Company and the ability of management to effectively respond to the growth, demand for products and services of the Company, newly developing technologies, its ability to compete, conflicts of interest in related party transactions, regulatory matters, protection of technology, lack of industry standards, the effects of competition, the inability of the Company to obtain or maintain the listing of the post-acquisition company’s ordinary shares on Nasdaq following the Merger, and the ability of the Company to obtain additional financing. Such factors could materially adversely affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed within this press release.
Jacob “Kobi” Margolin
Chief Executive Officer
Via email at [email protected]