Subject: FINANCING AGREEMENTS
Highmark Innovations Inc. Completes a Brokered Private Placement Financing, Closes Acquisition of BrainFx Inc. and Announces Future Acquisitions, Solidifying Its Position as a Digital Health Leader in Brain and Mental Wellness
TORONTO, June 08, 2021 (GLOBE NEWSWIRE) -- Highmark Innovations Inc. (operating as ?Highmark Interactive') ("Highmark") is pleased to announce the completion of its brokered private placement financing, along with the execution of a number of strategic acquisitions, including bringing BrainFx Inc. ("BrainFx") into the Highmark ecosystem.
On May 11, 2021, Highmark completed a brokered private placement financing of 4,636,000 unit subscription receipts and 2,500 unsecured convertible debenture subscription receipts for aggregate gross proceeds of $6,023,360, less commissions. The financing, with the subscription receipt funds expected to be released concurrently with the closing of Highmark's anticipated qualifying transaction with Stormcrow Holdings Corp., was conducted by a syndicate of agents led by Beacon Securities Limited, as lead agent, along with PI Financial Corp. and Industrial Alliance Securities Inc. Dr. Sanjeev Sharma, co-founder and Chief Executive Officer of Highmark, commented: "We were excited to work with some of the leading investment banks in this sector and see robust demand from the investor community to both support and participate in our company's strategic growth plans, consisting of key enterprise sales, along with strategic acquisitions to help create the new standard in the delivery of services to mental health and brain injured patients".
Highmark's business strategy is best described as:
- the acquisition of best-in-class clinical businesses providing neurological, mental health and general rehabilitation services;
- the implementation of Highmark's FDA-cleared Software as a Medical Device (SaMD) technology within the clinical setting that best supports patients, clinicians and all stakeholders in obtaining positive outcomes;
- the provision of virtual, in person or hybrid delivery of clinical services to customers utilizing Highmark's technology solutions;
- the acquisition of medical device technology organizations whose products and skilled team will help Highmark execute on its product roadmap;
- the continued sale of Highmark's technology solutions to customers in various market segments; and
- the continued research and development of digital medicine technology utilizing the insights gained from the larger Highmark clinical services organization's day to day observations of the neurological, physical and psychological impacts of injury on their patients.
Highmark is committed to developing new models for the delivery of care for patients struggling with brain injury, neurological disorders and/or mental health issues. Fusing technology with traditional models of health service, Highmark is an emerging leader in the specialty rehabilitation sector. Its mission is to develop innovative Software as a Medical Device technology focused on human neurological and psychological function, based on the following fundamental principles:
- measurement of neurological and psychological function over time in a dynamic fashion as compared to traditional standards of static assessment;
- presentation of data to clinicians in an intuitive format to facilitate better clinical decision making;
- utilization of mobile devices as a primary means of software interaction;
- gamification as a means of encouraging utilization; and
- utilization of predictive analytics and machine learning to facilitate clinician's interpretation of data.
Highmark is also pleased to announce its acquisition of BrainFx, a leader in digital and virtual neurofunctional assessment solutions. With Highmark's patient-led "EQ Brain Performance" app and growing network of virtual, in-person and hybrid clinics, and BrainFx's clinician-led virtual assessment tool, the acquisition unlocks a superior approach to brain and mental wellness along every point of the care continuum. It also supports the rapid growth of BrainFx's existing Living Brain Banktm, leveraging machine learning and predictive analytics to create new possibilities for precision medicine and care.
By adding the technology developed by the BrainFx team, Highmark now has a complete, bookended solution for the market. BrainFx designs and develops mobile and virtual neurological performance testing software applications, as well as collects normative neurofunctional data focused on supporting a healthcare provider's ability to diagnose (if within their scope of practice), treat and augment. The EQ modules enable Highmark to offer a more consumer centric option, while the BrainFx products allow Highmark to provide a solution for the clinician end user. By bringing the two companies together, Highmark's software is poised to become a dominant offering in the Canadian market, with significant opportunities in the US and global markets. In addition, through the Living Brain Banktm, BrainFx has created a powerful foundation for the larger Highmark ecosystem to translate the data Highmark has collected into next generation insights and knowledge.
Together, Highmark and BrainFx will deliver an even more powerful suite of digital health tools to assist providers with early detection of neurological, neurofunctional and psychological dysfunction, as well as offer personalized and precise care planning.
Dr. Sharma comments: "We are pleased to announce the acquisition of BrainFx today. Now more than ever, there is a critical need for modern brain and mental health solutions. We're proud to be blazing a new path and transforming the future of this industry. The acquisition increases our footprint by adding more than 100 new health care organizations to our network, while also generating new opportunities and accelerating our expansion into the US market."
In addition, continuing to execute its acquisitive growth strategy, Highmark has entered into definitive agreements to acquire all of the outstanding common shares of Highmark Health Mississauga Inc. ("Highmark Health"), and Complex Injury Rehab Inc. ("CIR"). In addition to being highly accretive, Highmark views both corporations as synergistic and complementary businesses.
Highmark Health is a multidisciplinary healthcare clinic delivering integrated specialty care to patients with a variety of injuries. From inception, Highmark Health's principal focus was on patients who had suffered traumatic brain injury, and all of its associated co-morbidities, with mental health issues being a predominant one. Employing a multi-disciplinary team with physician leadership, the clinic's mission is to utilize global best practices with respect to innovative diagnostic and therapeutic approaches to patient care, with a significant emphasis on the use of medical device technology. Highmark Health has rapidly established a presence in Southern Ontario as a high quality patient care service provider.
CIR was founded as a community-based multidisciplinary rehabilitation clinic focused on providing integrated specialty care to patients with a variety of injuries. It has evolved into an award-winning centre of excellence providing clinical services for patients with neurological or complex injuries, with a significant emphasis on functional cognitive and psychological performance assessment and therapy. With almost 15 years of operating history, CIR has a reputation as a high quality effective rehabilitation service provider, and is a preferred provider for complex cases from other health providers, patients and insurers, and top tier firms within the legal community.
The acquisitions of Highmark Health and CIR will be completed concurrently with the completion of the closing of Highmark's upcoming qualifying transaction.
About Highmark
Founded in 2017, Highmark was created to change the paradigm of neurological testing and management. The company's approach to brain health is focused on providing real-time data on mental health and neurological well-being to support proactive, preventative interventions.
In addition to a growing network of virtual, in-person and hybrid clinics, Highmark offers the world's first gamified, FDA-approved software that provides virtual medical assessments of individuals' mental, neurologic health and physiologic health. The technology is used in multidisciplinary rehabilitation clinics in over 30 countries globally.
Highmark's unique solution is revolutionizing how individuals experience brain and mental health care, as well as unlocking insight for precision medicine and creating a modern model for delivering mental health and neuro rehab services.
Learn more: https://highmark.tech/
About BrainFx
BrainFx is a neuro-health technology company that delivers clinical, digital assessments of neurofunction to detect what other tests can miss. The assessments are powered by a dynamic normative database, called the Living Brain Banktm, that delivers unique insights to healthcare providers that connect to real-world function to help develop highly targeted treatment plans to promote improved health outcomes. Healthcare professionals can build a comprehensive profile of a person's neurofunction which includes cognition, mood, behaviour, sleep, nutrition, activities of daily life, quality of life, and more.
Learn more: https://www.brainfx.com/
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