WELL Health Technologies Corp. (WELL) Earnings Call Transcript & Summary

September 30, 2020

Toronto Stock Exchange CA Health Care Health Care Providers and Services shareholder_meeting 71 min

Earnings Call Speaker Segments

Hamed Shahbazi

executive
#1

Good morning, and welcome to the Annual General and Special Meeting of Shareholders of WELL Health Technologies Corp. My name is Hamed Shahbazi. I'm the Chairman and CEO of the company, and the Board of Directors of the company has delegated to me the authority to lead the meeting of shareholders today. I now ask that the Annual General and Special Meeting of the Shareholders of the company come to order. I appoint Eva Fong, Chief Financial Officer of the company, as secretary of the meeting. Also, for the purposes of this meeting, I appoint [ Jennifer Reagan ], from Computershare, as scrutineer to compute the votes of any polls taken at this meeting and to report thereon to the Chairman. I also appoint Pardeep Sangha, VP of -- Corporate Secretary, Investor Relations of the company, as moderator of the virtual meeting. Finally, I appoint Cam McTavish, Legal Counsel to the company, to take conduct of and attend to the formalities of the meeting.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#2

Thank you, Mr. Chairman. I'm Cam McTavish, partner with Clark Wilson LLP in Vancouver and Legal Counsel to the company. As this meeting is held both in person and virtually via live website, we have determined it necessary to set out a few rules for the orderly conduct of the meeting. Number one, for those attending the meeting today virtually, voting on all matters will be conducted by electronic ballot using the Lumi virtual interface. Anyone attending the meeting in person, voting will be conducted by paper ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each matter of business. Special note, if you have already voted by proxy, it is important that you do not vote again here at the meeting unless you intend to change your initial vote. So number two, questions in respect of a motion could be submitted by any registered shareholder or duly appointed proxy holder using the instant messaging service of the virtual interface. Please note that there will be a slight delay in the publication of the communications received. Number three, when asking a question, please indicate your name, which entity you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxy holder. Number four, questions will generally appear shortly after they are submitted, but will only be addressed during question period at the end of the meeting, provided that questions regarding procedural matters or directly related to the motions before the meeting may be addressed actually during the meeting. Number five, for the purpose of the meeting today, voting on all matters will be conducted by ballot, an electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all business items. And lastly, when you were asked to vote, you will receive a message on the virtual interface requesting you to register your votes. You will only have a certain amount of time to do so when the polls are open. So that concludes the special notice for formalities. We will now proceed with the formal portion of today's meeting. To expedite the formal part, I will ask the Chairman to move all motions, and they will not need to be seconded. So now moving on. For the purposes of today's meeting are set out in the management information circular dated August 31. The notice calling this meeting, the information circular and the formal proxy were mailed to shareholders on September 8, along with the audited consolidated financial statements of the company and corresponding MD&A. I will dispense with reading of the notice of meeting and copies -- as copies of the management information circular and other materials are available publicly on the company's profile on the SEDAR website. The company's transfer agent, Computershare Investor Services, Inc., has attested to the proper mailing of the notice calling this meeting. There has been filed, with me, proof of service of such mailing provided by the company's transfer agent. So I direct that a copy of such proof of service be annexed to the minutes of this meeting as a schedule. Moving on to quorum for the meeting. The company's articles state that a quorum for the transaction of business is one or more persons present or represented by proxy who are entitled to be present at the meeting. I've been advised a quorum of shareholders of the company is present, and therefore, the meeting is properly called and duly constituted for the transaction of business. I have received the scrutineer's report, and I direct that their formal report be annexed to the minutes of the meeting as of schedule. So now we'll proceed with the formal motions and business of the meeting. For the first item of business on the agenda for today's meeting, I now present to the meeting the audited consolidated financial statements of the company as at and for the fiscal period ended December 31, 2019, together with the auditor's report to the shareholders. Copies of such documents have been mailed to the shareholders who requested such statements and has not proposed to read them at this time. In terms of resolutions for the meeting -- or resolution for voting, before I begin, I'll just say, as a reminder, so registered shareholders and duly appointed proxy holders will be asked to vote on each business item after the presentation of all business items. So the first item of business today is to set the number of Directors to 5. So I will ask the Chairman to move a motion to set the number of directors at 5.

Hamed Shahbazi

executive
#3

I so move.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#4

And unless there's any questions, I will move to the next item of business. I will wait approximately 30 seconds to confirm there's no questions on this matter before moving to -- on to present the next item of business. So it looks like there's no questions. So I'm going to move to the next item of business, which is the election of Directors. The 5 Directors to be elected by the shareholders of the company shall hold office until the close of business at the first Annual Meeting of Shareholders of the company following election or until their successors are elected or duly appointed. The Directors -- the current Directors, Hamed Shahbazi, Tara McCarville, Kenneth Cawkell, John Kim and Tom Liston, have been nominated as Directors for the ensuing year or until their successors are elected or appointed. Each of the persons nominated has confirmed he or she is prepared to serve as a Director. And since there is no other nominations, I will ask the Chairman to move a motion to elect the Directors.

Hamed Shahbazi

executive
#5

I so move.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#6

And unless there's any questions, I will move on to the next item of business. Again, I will wait a few seconds just to confirm there's no questions on this matter before moving on. So the next item of business is the appointment of auditor of the company for the ensuing year and to authorize the Board to fix the remuneration of the auditors. The Audit Committee of the Board of Directors of the company has approved, subject to shareholder confirmation, the appointment of PwC LLP as auditors of the company. I'll ask the Chairman to move a motion to approve PwC as auditors until the next annual meeting and that the Board be authorized to fix their remuneration.

Hamed Shahbazi

executive
#7

I so move.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#8

And again, unless there's any questions, I'll wait a small period of time just to see if there's any questions on this matter before moving on. The next of business is the approval of a new rolling long-term omnibus equity incentive plan. The 2020 equity incentive plan will replace the current stock option plan and current long-term incentive plan of the company. Specifically, I will ask for a motion framed as the following resolution: be it resolved as an ordinary resolution that, number one, the omnibus equity incentive plan adopted by the Board in the form attached to Schedule B to the management information circular is hereby approved and that the company has the ability to grant awards under the 2020 equity incentive plan until September 30, 2023, which is the date -- which is 3 years from the date of meeting of the holders of the common shares of the company at the -- at which shareholder approval of the plan is being sought. Number two, that options and awards to be issued under the plan and all unallocated option awards under the plan be hereby approved. Number three, the Board of Directors of the company is authorized to make any such amendments of the plan from time to time as may be required by applicable securities laws or as may be considered appropriate by the Board, provided always that such amendments be subject to approval of regulatory authorities. And number four, that any one Director or officer of the company be authorized and directed and -- in the name of or on behalf of the company, execute or cause to be executed and deliver all such further actions and do all such further things to authorize anything under the plan. So now I will ask the Chairman to move a motion for the foregoing resolution to approve the 2020 equity incentive plan.

Hamed Shahbazi

executive
#9

I so move.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#10

So that completes the motions for business to be conducted at the meeting. Before proceeding to opening the polls, I will ask whether there is any questions regarding the 2020 equity incentive plan. Accordingly, I will wait approximately 15 seconds to confirm there's no such questions before proceeding. So it looks like there's no such questions. So as we mentioned, voting today will be conducted by ballot, an electronic ballot. I will now take a moment to ask that the balloting be open to registered shareholders and appointed proxy holders. [Voting]

Cam McTavish;Clark Wilson LLP;Partner

attendee
#11

Please register your votes by accessing the voting page and selecting the for or withhold button next to the resolution to set the number of Directors at 5 next to the name of each proposed Director and next to the resolution with respect to the appointment of PwC as auditor. Please also register your votes by selecting the for or against button next to the resolutions to approve the company's 2020 equity incentive plan. We will provide registered shareholders and duly appointed proxy holders a little bit more time to complete the electronic ballots. Once the electronic balloting closes, the voting page will disappear, and your votes will automatically be submitted. [Voting]

Cam McTavish;Clark Wilson LLP;Partner

attendee
#12

Voting has now closed. I would ask the scrutineer to compile the report regarding the results of voting on all business matters. I would ask that the scrutineer to compile the report regarding the results. And it looks like the preliminary results show that all matters have been approved, subject to final tabulation by the scrutineer. Final results of voting will be promptly published on SEDAR and by news release. The formal items of business as set out in the notice of meeting have now been dealt with. I ask the Chairman for a motion that this meeting now terminate.

Hamed Shahbazi

executive
#13

I so move.

Cam McTavish;Clark Wilson LLP;Partner

attendee
#14

As there is no further business to come before the meeting, and on behalf of the Chairman, I declare the formal part of the meeting to be concluded. So I'm pleased to hand over care to the meeting back to the Chairman, who will now proceed with a corporate update and follow-on Q&A period.

Hamed Shahbazi

executive
#15

Thank you, Cam. I'm now pleased to provide a corporate update on the company. So excited to provide an update here to the shareholders. Our company has been through a lot over the last few weeks, months and certainly since our last AGM. And I think the biggest thing, obviously, that's happened is that we're a health care technology company, and we've been through a pandemic. So you can just imagine how transformational a period it has been. Why don't we go to the next slide, please. The way to really think about WELL and why we got into this business was to really participate in digital health. And we detected, especially here in Canada, an anomalous under-digitization and under-modernization of the health care system. And based on our research, this was -- the underpinning of this was related with all the fragmentation that we have in our industry. And this is really where the first idea of consolidating medical clinics came up. I think what you've really seen what happened with the business of the company is that we believe that, that fragmentation exists not just in health care clinics, but also other aspects of health care. And what we've really tried to do with the business is evolve it to providing an opportunity to really invest in the future of health care. And so we really built a company that is highly decentralized with very clear focus at the subsidiary level, a number of different business units on -- in areas such as medical clinics, electronic medical records, as practice management software, telehealth and apps, cybersecurity and recently announced our Allied Health subsidiary. So we now have 5 distinct subsidiaries with very key areas of focus. And we've become a real player in a number of those business units and practice areas, and I'll just draw attention to each one. We are one of the largest owner operators of medical clinics in the country with 20, with about a couple of hundred health care practitioners delivering care to about 600,000 people a year, with the patient list being in excess of 1 million patients in our register. We have launched and -- a very successful telehealth practice. We are a top 5 telehealth provider in the country. We are also the largest shareholders of another top 5 provider. So together with our volume, we're probably somewhere in the top 3. Depending on what metric you choose, we may be higher in the top 3 or lower in the top 3. We are very involved in electronic medical records. We've acquired 7 companies in this space and are now delivering critical software enablement to 10,000 physicians and over 2,000 clinics. And there's roughly 18 million unique patient IDs in our combined data lakes from all those electronic medical records. For reference, that would be more than 40% of the entire country in terms of the patient base that's -- it's in our EMRs. And just for reference here, there's only about 88,000 or 89,000 physicians in the entire country. Some are inactive. A number -- a significant number work in hospitals. And so you really have 10,000 physicians in the outpatient clinic market. We really have a significant double-digit percentage of the market share, which I think is really, really important. One of those key business units is cybersecurity. I think we not only identified it -- our biggest threat as cybersecurity, but we also saw it as a major opportunity with the burgeoning amount of growth in terms of the tailwinds of digital and health care. With so much more of this data coming online, we see a substantial commercial opportunity to help protect that data, and we also believe that it will help us capture back some of our own costs related with the spend. So we're very pleased to have acquired Cycura, and we'll talk a little bit about that later. And last but not least, I think in terms of business accomplishments to speak of in some reform here is our recent investment in Circle Medical, which we'll talk a little bit about. But we have -- later, we'll do a bit of a deep dive here, but we're very pleased with that opportunity. We think that they're a key leader in the space in the U.S. in terms of what they've created and the momentum that they have. We have given our press release this morning, we have closed the latest private placement that we announced concurrently with the Circle Medical acquisition, which is not yet closed, and we anticipate it to close hopefully sometime in November. And so we -- with that closing of that private placement, we have over $40 million in cash. That's not counting the cash that would be required for Circle Medical. That would reduce us below $40 million for purposes of accuracy. And yes, that's about it. Next slide, please. We've talked a lot about this in the WELL story before. Again, we got involved because we saw a substantial under-digitization of health care here in Canada. I should say that, that lag in digitization in health care is something that's quite prevalent globally. But you do see health care lag behind other sectors like e-commerce, where most of the experience can be fulfilled online. In health care because so much of health care is still very tactile and requires physicians to examine patients physically, the in-person business has continued to be quite sticky. But of course, the pandemic was very key in terms of influencing who we always believed were the key influencers, not necessarily the patients, but the doctors. The patients, in our view, were always ready for digital health. They would have seen doctors online if those doctors were making themselves online available. But certainly, no patient likes to go to a waiting room and wait for 2 hours just to have a 5-minute visit so that they can get a prescription approval. No one loves that experience. And so what happened with the pandemic is there was a multiyear acceleration in virtual care and the transformation of health care. And one cannot overstate how anomalous this was. I mean here in Canada, we went from 0.25% penetration in telehealth pre pandemic to a peak sort of percentage in telehealth of about 70% or 80%. This is based on data coming from the government. And so a lot of those were delivered through regular phone calls, but a lot of them were also delivered through digital platforms. So I think that just gives you a sense of how radical and transformational this was. Also, there were less than 5% of clinics in the country that had online patient booking pre pandemic, and that started to change very quickly. It should be noted that Canada is not a small market. It's $0.25 trillion market and a significant percentage of that comes through physician spending. So when you think about where does WELL fit in? And how does our business plan focus on the big market opportunity? What is our TAM? Well, any time you hear physician spending, which is a big part of that budget, that's exactly what funds things like health care clinics, and that's where we're very involved. Next slide, please. So I've already referenced some of this in our first slide, but this kind of gives you a very clean view of what we've been doing in terms of our organizational behavior as a company. So again, we believe in a highly decentralized structure where we have key business unit leaders. These are professional managers with strong P&L focus on each of these different business units. So there's a lot of the operating, I guess, decision-making is really pushed down to these general managers and CEOs, and the results have been very good. And that's the whole reason why we can action many deals and M&A transactions as we do because we do have a professional functional -- array of functional groups in our shared services that support these business units. And each business unit has a team that is very dedicated to advancing the business plan and the P&L of each of these subsidiaries. And I covered off some of these things, but I'll just quickly talk about Allied Care. Even though we've just formed the entity in Allied Care, we've already done some interesting things there. Obviously, we took control of SleepWorks Medical, which is a sleep chain. Sleep is a very important area in chronic disease management. It's emerging as 1 of the 4 or 5 most important contributors to chronic disease. And our SleepWorks unit is up year-over-year notwithstanding the pandemic, given, a, the role that they've also played in providing continued service to folks who need to make sure that they're even more cognizant of their chronic disease conditions. We've launched a dermatology company called DERM Lab, and that has both aesthetic and medical qualities to it. And then we bought a company called -- or took control of a company called Spring Medical, the 51%, this past year. What was unique about Spring is that it had an integrated health care model. It was a multidisciplinary model. And we noticed that they were strong performers, and we wanted to learn more about what they've done. And the results have been really quite amazing. They're one of our most profitable clinics, if not our most profitable clinic, on a revenue per square foot basis. And they are highly engaged with Allied Health, working directly with allopathic doctors. And so that's really given us a lot of, I think, perspective on how we are able to evolve our own medical clinics, especially given that a lot of our own doctors now split the time between the physical clinic and at home. And I think that's really interesting because when doctors vacate the clinic and they work from home, they're still billing through the clinic. So the clinic is not missing any billings because the clinic is providing all of the technology and services. But then that vacated room has enabled us to add more practitioners, especially Allied Care folks who need to physically see people more and more than they can use telehealth. They can use telehealth. But certainly, a lot of them do require hands-on like, let's say, physiotherapists and chiropractors and so forth. And just to kind of key in on that -- further on the primary health care clinics. Our clinics were extremely resilient through the pandemic. I think a lot of that was because of the strong family practice business that we have. Think of a family practice -- maybe compare and contrast that to a walk-in business. Walk-in business is where a physician comes in and doesn't know who they're going to meet, and it could be a nonregistered patient to the clinic. In a family practice, there's a -- you have patient -- attached patient and physician relationships that have been going on for quite some time. And what we found is that those relationships are extremely sticky through the pandemic. I mean doctors were basically able to forklift those experiences from in-person to virtual very, very quickly and reasonably. The OSCAR EMR or WELL EMR group subsidiary, I think, is another really big success story. It's been -- it's accelerated in growth. Obviously, it's grown inorganically as well. But obviously, the tailwinds and trade wins associated with digital have pushed more clinics to go with EMR. As you can imagine, if you didn't have an EMR, you were really at a disadvantage when the pandemic hit because you couldn't access patient records remotely. Basically, you had to actually go to an office and consult paper records to be able to even support patients through the phone. And so Canada Infoway, the federal group that looks after the stats, estimated pre pandemic that there were -- roughly 14% of all clinics were still without any kind of EMR. And the ones that did have an EMR, they weren't all digitized. So there's a spectrum of those EMR clinics as to whether or not they are 5% digitization or 100% digitization. So that's been incredibly interesting. And what's also been really neat about our EMR group is the fact that we have now -- we are now offering a telehealth plug-in that fully integrates in the workflow of your experience, and that's been a big win for us. We'll talk more about that later. Our digital health apps grew. The big kind of investment that we made early in the pedantic was within Insig Corp. We were actually already in development with Insig for well over a year in developing the VirtualClinic+ program, and we obviously accelerated its launch right at the very beginning of the pandemic pre lockdown. And that was obviously incredibly important to our ability to offer our own doctors with business continuity. But it really positioned us well to take advantage of the opportunity to really support the health care community during the pandemic. We've also made a minority investment in Phelix.ai, which is a AI-driven workflow optimization and orchestration software system and platform. And we really think what those guys are doing is great. They basically build software that's very easy to customize workflows and deploy them. So a good example of what Phelix does is kind of a COVID-19 screener. So you would answer a bunch of questions and they would screen those either through a phone call or through the web. And they can do very complex AI-driven versions of that or very simple versions, and obviously, the COVID-19 screener would be a very simple version. And Circle Medical, obviously, we'll talk a little bit about later. And then Cycura in our cybersecurity division is a really strong cybersecurity company providing all kinds of different products and services from vulnerability detection, penetration testing. They also have a really neat product that they're just starting to really grow with and that is incident response. So if you are a company that is carrying important data and you're concerned about your cybersecurity risk, I mean, you want to make sure you have business continuity plans in terms of incident response if something happens and your systems are breached. Oftentimes, it's very expensive to -- acquire and retain cybersecurity personnel. And so Cycura is now providing the ability to be an outsourced response team. So we pay them a monthly recurring fee, and they would agree to some kind of service level agreement in terms of responding to an incident and addressing that incident for you. So really, really smart in terms of what they're doing. They're also getting involved with managed services. We think cybersecurity, again, can be a big business. In fact, any one of these business units, in our view, can be a multibillion-dollar business. That's what's really, I think, substantial about this business plan is we are tapping into key themes that we not only believe are substantial business opportunities today, but are really improved through these incredible tailwinds we're seeing to further digitization. Next slide, please. So in terms of our medical clinics, as you may know, we're still quite dense and focused on British Columbia there in terms of where we have our deployed base of clinics. And what we're looking to do is take that density model and replicate it elsewhere throughout the country. So we are -- we have a strong pipeline of opportunities right now that we're evaluating across the country. And I think one of the things that did happen during the pandemic is we were able to really understand which health care clinics kind of modify our criteria. They're -- what kind of clinics do we actually want now versus before the pandemic. The criteria did shift, and I can tell you, it shifted more towards family practice. It shifted to more digitized clinics, obviously, ones that are less paper-based. Even if they have an EMR, how much of their paper records have they, in fact, scanned. Those types of things, I think, have really changed in terms of our thinking around clinic ownership. But we continue to believe that clinics are a phenomenal opportunity for WELL just because they are a collection point for doctors and patients, and so they are practicing relationships. And we think -- and one of the reasons why we got into this business is we fundamentally believe that those doctor/patient relationships are being undervalued. We still think that they're being undervalued. And we think that with time, with more data coming out, it will be key and interesting to see just what the lifetime value of these relationships are. And I think that's what WELL is bringing into the family every time it adds another medical clinic. Next slide, please. So VirtualClinic+ is the company's brand and product in the telehealth space, notwithstanding its ownership of Insig Health. And we now have over 1,000 health care professionals that are registered to the platform. And I think what's really neat about this platform is that it is fully integrated with OSCAR EMR, again, one of the most important EMRs in the country in terms of market share being well above 10%. You can't really overstate the importance of an integrated experience with your telehealth and your EMR because doctors spend 80% to 90% of their day with their head in the EMR. I mean this is where -- the EMR is where you do all your patient onboarding to any kind of charting, to referral management, prescriptions, claims management, payments, all of that stuff happens through the EMR. So you'd obviously -- if you're doing telehealth, you don't want to be copying and pasting information through. You don't want to be having a disjointed experience. So one of the things that we're doing now is we're offering telehealth as a SaaS plug-in to your EMR service and a lot of physicians in our EMR network are now adding that. Next slide, please. But what's really unique with our platform is it's the only platform that we know in the country that not only allows the physician to use that tool to see their own patients, but then right away be able to use the same system to uberize themselves. So what I mean by uberize is just like Uber, you guessed it, it's basically a physician -- just like an Uber driver deciding that they want to work and meet new patients, in the case of the driver, obviously, meet new passengers, by adding themselves to the demand pool, like the resource pool, for consumer demand. And so they can basically say, hey, I want to work 2 hours today or 1 hour tomorrow or 5 hours the next day. They control when and how they add themselves and what their terms are. And just like Uber, when someone sits in your car, they don't -- the driver never has to worry about any kind of payment. The platform validates your health care card ID. If you don't have a valid health care card, they will charge your credit card, and they will -- and we'll make sure that, that information is all taken so that all the back office is managed for you. It's a really powerful platform in that regard. And I think what's also really unique about it is that there's a lot of telehealth platforms that require you to do a lot of front-end registration work. And they do that because they want to then try to match you appropriately with a health care practitioner. They have these sort of fancy matching algorithms. What we found was that we want to get you in the experience as quick as possible. So what we do is we have a very light onboarding flow and get you right into what we call our health care marketplace or VC Connect. And what's really neat about that is that you immediately have a discovery experience where you can browse through practitioners, but also filter them by ailment. So if you come in and you start -- and you -- if all you want to do is you just want to see a doctor quickly, there's a quick book link, then you could do that, and it will just select the next available doctor and you can be on in a couple of minutes. But if you are, let's say, interested in something like cannabis or coronavirus or men's health or women's health, you can basically filter those different practitioners. And then you can browse those practitioners and see if there's a language preference, if there's a culture preference and that's really powerful. And what we found that's happened is a lot of patients have come back multiple times in order to see the same doctor because they had a good experience, and that's starting to cause attachments. It's something that the public health officials have been really challenged to do for a long time now is how to actually attach patients and doctors. It's been said that there's a lack of doctors. That's actually not true. There's actually quite a few doctors. It's that there hasn't been very many successful ways of connecting them with unattached patients. And so we're thrilled at what this platform's been able to do because a significant double-digit percentage of our patients are now -- again, we haven't been even practicing for that long, but we're already seeing a significant percentage of our usage coming from repeat usage, but oftentimes, to the same practitioner, which we think is really material. Next slide, please. We've talked a little bit about OSCAR, or our EMR group. So OSCAR, as you may know, is an acronym for open source clinical application resource, and that was created by McMaster University. Over 10 years ago, they acquired significant 8-figure grants from the government to build out OSCAR and then they open sourced it. So hundreds and thousands of people have contributed to it. And a cottage industry sort of came up and sprouted up in terms of these individual companies that decided to offer OSCAR as a managed service. And some of these were smaller companies and IT companies and some of them were much more sophisticated companies that did not just -- they didn't just offer the OSCAR service, but they built a lot of customization and workflows and software that sat on top of OSCAR. And we've now pretty much accumulated most of the assets in the OSCAR marketplace, and so we're well above 90% market share. And we've also now taken on a lot of the government's, I guess, responsibilities from McMaster. And I think we're really pleased at these developments. We believe greatly in OSCAR. The announcement that we made yesterday with our apps.health shows you our plans and our thinking around OSCAR, which is that it's a platform that is -- it's a very exciting platform because one of the things that people didn't understand about OSCAR is that it was very feature rich, it's just that those features were not packaged in just yet. And so we've been privately -- and actually, you can go to the next slide there. One of the things that we've been doing privately is accumulating these different applications, whether they were written by one of our OSCAR service providers or third parties. But we found that there were dozens and dozens of companies out there that had written to OSCAR's APIs, but no one really knew who they were, where they were. There wasn't really a proper directory of them. And so what -- that's what apps.health is. Apps.health is a browsable page or directory where you can interact with the profile pages of these integration providers, these app partners, and each app partner could reflect numerous different applications. And it's really neat. Just like you would browse the App Store for Apple or Google for apps and then download those onto your phone, this is the same idea, except you would be doing it as a clinician and you would be browsing integrated apps for your EMR. And then you would -- you have to call to action with those profile pages where you could then work with WELL and that service provider to bring those apps into your EMR experience in a fully integrated manner. So I can't overstate the importance of this. To our knowledge, there's nothing like this, and we've looked in the country. There are a couple of EMR providers that have partner galleries, but nothing where there would be profile pages of the actual companies with important security and privacy information, with screenshots of their products and services with a call to action. We have about 20 apps represented by 12 partners. We think we can triple that in the next few months. And our objective certainly is to get into the hundreds of apps. And people ask me, could there even be hundreds of apps? And the answer is absolutely. Health care is very, very deep in texture. All kinds of different software companies that have built software for digital patient engagement. You've got all kinds of different medical devices. You've now got an explosion of medical devices that are dealing with different aspects of chronic disease. We're now entering into a phase of health care where -- we're going into an era where we're going to be constantly monitored. And we have all kinds of devices that are constantly monitoring us and communicating back to clinicians. So it's really incredible the potential, especially when you consider the major constituents of our EMR network, being 2,000 clinics, 10,000 physicians and 18 million-plus patients. And keep in mind, we're going to continue to grow our EMR business as well. So you've got this 2-sided network where you have clinicians and you have, obviously, the actual app developers themselves and then all the different stakeholders that would rely on these stakeholders. So we're extremely pleased that what we think this also does is it informs our capital allocation ideas because we get to see who's making progress and who's delivering on helping clinicians and improving medical outcomes. And I mean this is all about advancing health care. This is all about allowing those third-party developers to safely and securely access data in a way that clinicians really want to engage with. And nothing -- again, nothing like that really exists today, where you have that ability to -- and a meeting place. Next slide, please. So this is a bit more about apps.health. You can see -- you can actually go to the site, it is literally apps.health, and you can browse some of the different providers in there. And again, they offer -- they're already providing a wide range of capabilities. Next slide, please. So I'll talk a little bit about Circle Medical. Circle Medical is a really special asset in our view. This is a proposed acquisition. It hasn't closed yet. We announced it last month. And the company has an exotic cap table. They did a crowd-funding campaign a while ago. So we have to go through a tender offer to complete the transaction, but we'll end up somewhere in the 56% to 60% ownership range. What's really neat about Circle Medical is there -- 2 Canadian guys from Montreal went down and were admitted to the Y Combinator program 5 years ago or so. And I'm not sure how much you know about Y Combinator, but it's the #1 start-up accelerator in the world. It has produced companies like DoorDash and Airbnb and Dropbox and many others. And what's interesting about Y Combinator is that this is a business for them. They only let in the most elite entrepreneurs, and they take a piece of their company in order to bring them in. And they then take them through a pretty significant boot camp of sorts to really get them ready and expose them to a lot of thought leadership and help them develop their businesses. So Circle Medical was born through that Y Combinator boot camp. And what they built is an omnichannel experience. That's a -- so they have 2 medical clinics in the Bay Area in California, and they also have a fully functional app. But what's really neat about with their app is that the app is able to support 200 million Americans because they went out and they actually signed up all the major insurance companies in the U.S. So all the major payers are already plugged into Circle Medical. They signed up like United, Cigna, Sutter, Anthem, many others. And I don't know if it was their Canadian background that really willed them to do this. So they were seeking a simple and accessible tool for Americans to be able to interact with, that provided them with an insured approach. And so the app, it provides health card validation. It -- and if you don't have health card, it will allow you to just pay just like -- sound familiar? So this is what we're doing in Canada. This really reflects the WELL model very well. What was really neat, too, is that Circle Medical -- you see this sometimes with Bay Area companies and Silicon Valley companies, have built a beautiful experience. They have rating fans. Their NPS scores are consistently between 80% and 90%, and out of 100%, obviously. That is, I think, really key. For reference, Teladoc, the big U.S. sort of provider that everyone talks about, is in the mid-50s. And actually, that's not a bad score. And so we thought that -- that really turned our heads. The other thing that we found with Circle Medical is they just hadn't raised that much money at all. And last year, they did just over $3 million in revenue. And just before we did the transaction, they were already profitable at a run rate of USD 5 million. And they've done this with really very, very little capital. And so what we saw was a major opportunity to get behind them and help them grow. And so we are investing USD 14 million for that majority position. And $5 million of that $14 million is going into treasury. So actually only $8 million -- only $9 million is going to the founders and shareholders. So if you consider what the revenue run rate is and what we're actually paying to -- that's not going to be on our balance sheet, paying to third parties, that is an incredible multiple for a telehealth company, especially one that has incredible growth and is -- has really probably a phenomenal opportunity to unlock value. The other thing I'll note is that, prior to the pandemic, you could only use Circle Medical if you were a member of 1 of their 2 clinics. And so what they did during the pandemic is that they started offering a service throughout all the different states. And the way it works in the states is that if you are a practitioner that is capable of -- if you're licensed in a specific state where the patient is located, you can provide telehealth support to that patient. And so the 35 states that they had served was a reflection of the different practitioners that were on staff with Circle Medical. And one of the big things we're focused on doing over the next 6 to 12 months is ensuring that we have a reliable 50-state offering with Circle Medical. So that tells you a little bit more about Circle Medical. Next slide, please. This just gives you a little bit of information on segmentation. So as you can see now, the public insured clinical model is less than 50% of our gross profit, and our digital services, our SaaS is close to 40% of our total gross profit. And people ask me, what is -- what do you expect to happen with digital. And so the one thing I would say here is digital is not just our SaaS business. Now our public insured clinical business and part of our other clinical business is all digital, too. So remember, since the pandemic, a big part of our public insured clinical business is now digital, a significant portion of that. I would say, over 50% of that is now delivered remotely and digitally and/or digitally. It could also be through a phone call, but it is certainly still considered telehealth. Next slide, please. So this slide tells you a little bit about the -- WELL does not provide guidance, as you may know. So what we've done is we've reflected the 10 analysts that cover WELL here, and obviously, actuals in the past, but consensus estimates for 2020 and 2021. As you can see, the estimates for us are $70 million in revenue next year and to be profitable. We are comfortable with analyst expectations. And in fact, we have a very strong pipeline that we think really puts us far ahead of that. And so we're obviously careful to execute against that pipeline. And that's one of the reasons why we have been raising funds and want to make sure that we are -- we have a solid balance sheet because we do see a period of time in the country where, especially given the company's increased profile, we are seeing improved deal flow and opportunities, and we want to be able to be -- to act and deliver for shareholders. Next slide, please. So this is -- we obviously closed this private placement today that was led by Mr. Li Ka-shing and I just want to give shareholders a view of all the different investments that he has made and his other partners as well as management. I mean management has participated in every single financing that it was allowed to participate in. Myself, I have been -- personally put more than $5 million of my own personal cash, and I've been taking stock purely as my salary. So I've been paying to run this company for the past few years. I'm very happy to do it. But I just want to make sure that you're aware that your management team, not just myself, but every other member of our management team is partially also supplementing their salary with restricted stock. And I think this is really key. It demonstrates -- to us, this is important to demonstrate alignment from the very beginning and wanting to be close to our shareholders and wanting to demonstrate that everything that we do is to grow shareholder value, and there isn't a divergence of agenda between management to shareholders. And beyond Mr. Li and Horizons Ventures, which is obviously his big brand of capital allocation, there are numerous other investors that are part of the WELL ecosystem, some of the largest money managers in the country, from $1 trillion asset managers all the way down. Next slide, please. And the other thing that I'll mention about Mr. Li was that he also owns the world's largest chain of pharmacies. So as pharmacy and clinical practice comes closer and closer together, as you may know, CES merged with Aetna in an $80 billion merger a few years ago. Everyone thought that was crazy, but now it's absolutely second nature to see how pharmacy and clinical practice are coming together. And so I think that's an important consideration in the future. And Mr. Li and his team have also -- only getting more proactive in finding ways to help WELL. They really regard it as one of their key investments now. So you see a little bit about our stock chart, and obviously, the performance of the shares has been good this year. But consider the fact that it wasn't just this year, and this is kind of what we wanted -- the story that we want to tell. I think we've been a good performer before this year. This is not just a pandemic story. In fact, a lot of people talk about telehealth. We don't think ourselves as a telehealth company. We don't think ourselves as a clinical company. We think ourselves as a company that really reflects the future of health care. And so I think digital health is -- pre-pandemic was roughly at $0.5 trillion global TAM. That is likely now in the trillions, given what's being pushed into -- in health care what's being pushed into digital. So that's really where we're playing, all the different sub fees and opportunities related to that. Next slide, please. We just identified a few of these different comps. A lot of people look at our multiples and say -- and make remarks. I think it's important to note that there are significant players way bigger than WELL trading at much higher multiples. Just keep in mind that this is a burgeoning space globally. Next slide, please. And we're almost through. WELL has a management team, a lot of us have worked together closely. You see all those TIO logos. And then also, we have our Chief Medical Officer that came from -- actually was the largest owner-operator of medical clinics in the province of BC. And he's now a key manager in the company and very involved in running our clinics and now overseeing our Allied subsidiary. RG Kumar ran the largest OSCAR service provider in the country and has been great in terms of consolidating the other OSCAR players. Shervin has worked for Fortune 500 companies. He was recently at a key exec with Dialogic, which was acquired by my mentor, Steve Sadler at Enghouse, and we're really pleased to have him running our apps division. And Ian has a phenomenal background in protecting digital health care content and personal health information at Trillium Health Partners and Ontario e-health. Next slide, please. And we have a very functional Board that have been very helpful, and I'll start with the TIO logos again. You've got Ken, who previously was on our Board at TIO and we work closely together. But he also runs a life sciences company called Alpha Cognition. Tom, obviously, great track record as a star analyst and then was a key investor in QHR, which is obviously a big success story and recently successfully sold Difference. And then John Kim, a well known -- and actually, a guy that I've known for a long time as he was the first institutional investor in TIO way back in the day through AEGON and has worked in some of the top portfolio managers on Base Street. And we're very pleased to have added Tara this past year. She was leading the health care sort of practice at PwC. She's no longer there, but she now runs her own health-focused consulting company. And previously was a Board member with OntarioMD, which is actually the country's only certification bureau for EMRs. So she brings incredible insight and knowledge in health care. And that's really about it. If you can go to the next slide, I think that's just a summary slide in terms of some of the things we've already told you. We're very excited about our growth and the different subsidiaries. I think the key here is each one of the leaders driving these subsidiaries are just laser-focused on delivering for shareholders, but also delivering for patients and doctors. I think WELL's focus on continuity of care in terms of improving health outcomes, I think, is really key. And we're a purpose-driven company. Your company is improving health outcomes. It is helping practitioners. It is improving the posture of protection of health data. When we go into a clinic, it's incredible what we see. We see clinics protected by routers and networking infrastructure that has known vulnerabilities because they were installed by doctors. And we are helping improve the state of health care in Canada. So you can be very proud of your company. And we are excited about what's to come. And I think that's the last slide. So we'd be pleased to take a few questions now.

Pardeep Sangha

executive
#16

Yes, Hamed, we do have some questions here. From [ Craig Wilson ], as a shareholder, he asks, how is feedback collected from users of WELL Health's systems? And how is this reflected in future developments? How is feedback collected from users of WELL Health systems? And how is that reflected in future developments? From [ Craig Wilson ], a shareholder.

Hamed Shahbazi

executive
#17

Yes, extensively. It's -- there's a multichannel approach to that. We've started a whole newsletter campaign where we communicate with our clinicians, and we get feedback from those newsletters. We also have about 1,000 calls a week, support calls that we take a week. We're really viewed as one of the companies providing the best support in the industry, and we take a lot of feedback during those calls. And we have all kinds of different other forms and opportunities for people to send us feedback.

Pardeep Sangha

executive
#18

We have another question here from [ Pui Yan Chu ], a guest. WELL -- he asks, WELL Health has been rapidly acquiring companies for growth. How can it be sure that integration with companies will go smoothly?

Hamed Shahbazi

executive
#19

Very good question. And I tried to touch on that earlier. But I think our decentralized structure, plus our shared services teams is really critical in ensuring that we can tackle those integration challenges. And we don't complete a transaction and say, "Okay, what about integration now?" Everything that we do from the front-end deal structure through to all the DB that we do, we're really working on integration from the very beginning of these deal processes. And that's really where the knowledge and experience of your management team really counts because it's -- I'm not saying it's easy to get deals done, but it's one thing to go shopping, it's another thing to actually integrate and drive these businesses forward. And so the WELL EMR Group is a great example of just how we've been able to deliver very strong performance, continued growth. And look at all those EMRs. They're basically all combined in one business unit. All of those entities that were acquired, except for Indivica, are now run on the same back end. They've been fully integrated with the same billing systems, everything. And then Indivica is a bit different in terms of their back end. So we're now working on merging them in. But as far as our management team, they look after Indivica as well. So I think there's intense focus on integration at WELL.

Pardeep Sangha

executive
#20

We have a question from David Newman, a guest, from Desjardins. David asks, have acquisition multiples crept up with the growing interest in virtual care and some of the recent large deals? What are you seeing across your pipeline and with recent LOIs?

Hamed Shahbazi

executive
#21

Yes and no. We still see people undervalue patient/doctor relationships. I don't think that's going to continue for too long. But on the clinical side, we do see -- we don't see too much movement there. On the telehealth side, certainly, we do -- we have seen that, and we're not going to chase those multiples. Your management team is going to stay highly disciplined. And I think that's really the hallmark of this management team in terms of how we allocate capital. And so yes, I think it's a mixed bag. I do see things creeping up. And we're going to stick to our guns and be very disciplined in the future.

Pardeep Sangha

executive
#22

We have a question from a shareholder, [ Joe Ban Ball ]. [ Joe Ban ] asks, is the cybersecurity offering going to be provided to non-WELL clinics and hospitals as well, taking an approach like AWS offering from Amazon?

Hamed Shahbazi

executive
#23

Yes, absolutely. In fact, Cycura today doesn't just serve health care customers. They serve a wide spectrum of sectors. They just have a focus on health care because of the management team that they have, and they've been very successful at delivering. But they've been delivering outside of health care, and I think they've been supporting financial institutions and others.

Pardeep Sangha

executive
#24

We have another question here from David Kwan from PI Financial, a guest. David asks, can you provide an update on how many physicians are at Circle Medical that can handle telehealth appointments? And how many of your WELL physicians are working with Circle Medical?

Hamed Shahbazi

executive
#25

We don't have any WELL physicians working yet. We could. That is certainly an opportunity downstream. I think they have -- I believe they have a couple of dozen, so 25-or-so physicians that are providing care right now, but that number is rapidly growing. So -- and I think once the deal closes, then they're going to be able to expand that more quickly because, obviously, the capital injection hasn't happened yet. And they're continuing to have to maintain the business with their current levels of cash.

Pardeep Sangha

executive
#26

We have another question here from Neil Bakshi, a guest, from Canaccord. I was wondering if you could provide more color on the expertise Circle Medical's founders and teams brings to WELL.

Hamed Shahbazi

executive
#27

Yes. I think it's a really neat question because Circle Medical, I think, because of the Y Combinator training -- and I think a lot of times what you see about those Silicon Valley offerings is from a UI/UX perspective, they're very strong and also from a digital marketing perspective, they're very strong. They're typically, from an expertise perspective, very good acquiring customers. And so I think our team is pretty good at that as well, but I think we're likely going to learn from each other. There's no doubt about that.

Pardeep Sangha

executive
#28

We have another question from Colin Healey, a guest, from Haywood. Colin asks, is it possible to describe the revenue model for apps.health? Is there some onetime adoption install as well as ongoing billing revenues?

Hamed Shahbazi

executive
#29

It's very similar to the Apple or Google app stores. So there's roughly a 30% app store commission. There are different tiers, I'm sort of oversimplifying, if you're a third party. Obviously, we're going to be publishers of our own apps as well. So in that case, we're getting 100% of the revenues. But -- and then -- but yes, generally speaking, the dominant business model is similar to Google and Apple. So it wouldn't -- if there's a cost to providing the service in terms of a recurring SaaS fee or a session-based fee in terms of per patient fee, any kind of business model would essentially be subject to this business model.

Pardeep Sangha

executive
#30

I have a follow-up question from [ Pui Yan Chu ]. What's the biggest challenge facing WELL?

Hamed Shahbazi

executive
#31

I think the biggest challenge facing WELL is probably to continue to keep an eye on our risk. This is why I think our biggest kind of risk -- and I still think that that's likely just given the enormous population of data that we have to keep our systems safe. And that becomes tougher and tougher as you grow because, of course, there's things like social engineering. You have a lot more people and your surface perimeter increases dramatically. This is the reason why I think you're going to see us really invest in cybersecurity. And again, because a lot of this was kind of the industrial thinking and logic, where we're going to have to spend a lot of money to address this risk. Why not get into the business because other people will have the same concerns, and we can recapture those costs. So I think -- as you know, the more -- this is the most valuable data in the world, health care data. A lot of people talk about credit card data. But imagine, you can change your credit card information, you can't change your health information. And so for us, it's really about making sure that all these experiences are well thought out and managed from a risk perspective.

Pardeep Sangha

executive
#32

And that's all the time we have right now, Mr. Shahbazi, for questions. If anybody has any follow-up questions, there -- on your screen, you should be able to see the e-mail address for Hamed Shahbazi as well as Pardeep Sangha. I'll leave it to Mr. Shahbazi to closing remarks.

Hamed Shahbazi

executive
#33

Yes. Listen, we are -- really appreciate everyone's attendance. Again, I think important to note that we are a purpose-driven company. And I think you're going to see a lot more emphasis on us wanting to provide you with more data in future AGMs about how we're doing in terms of our people and our people KPIs. I'm pleased to tell you the last time we did a gender pay sort of audit, it was less than 1%. We have a significant amount of female managers. Obviously, in health care, you see more of that. But we'd like to provide more information in future AGMs about people metrics, environmental metrics, about landfill diversion, things of that nature. And also community, I think you're going to see us be a lot more active. We are already enabling our workforce to go out there and provide volunteer efforts. And so the most important thing for us is to create a company that we can all be proud of, that is playing a positive role in the health care ecosystem. We are not -- people ask us, "Are you disruptors?" I say we are not. We are organizers. Canada is one of the biggest vendors of health care in the world. I think we're top 5 in the world on a per capita basis. And so I don't necessarily think the problem is just more money, more money. You hear a lot of people talk about that, more money. In my view and our management team's view, we need to help in partnering with government and other stakeholders to ensure that we allocate and manage these resources properly. This is why the extreme fragmentation is such a problem. The other thing, of course, is we talked a little about -- a lot about Canada. And this will be a global company. You're going to see a lot more exposure to other countries outside of Canada. And so we don't want to be concentrated to any one country. And so we have a long road ahead of us, and we appreciate everyone's participation. And thank you, and stay tuned. Be well.

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