Helix Technologies Inc (OTCQB:HLIX) announced a deal over the weekend to merge with healthcare software company Medical Outcomes Research Analytics LLC (MOR Analytics) to create a new information and technology provider for the healthcare and cannabis sectors.
In a statement, the two firms said the deal to combine Helix’s operating software business and proprietary data assets with MOR’s experience in data architecture, technology, and analytics will create the largest proprietary, integrated US cannabis commercial analytics platform.
Shares of Helix skyrocketed 94% on Monday morning over the counter to trade at $0.19.
The two companies will become subsidiaries of a newly formed company known as Forian Inc after the all-stock transaction is completed.
Forian will provide evidence-based insight into the safety and efficacy of pharmaceuticals and cannabis products for physicians, caregivers, cannabis stakeholders and patients by providing a Software-as-a-Service (SaaS)-based platform. The business will also allow regulators to access key data like safety and economic outcomes associated with cannabis and cannabinoid-based therapies.
MOR Analytics CEO Dan Barton told investors the firm was “thrilled” to add Helix’s technology assets to MOR’s data and analytics platform.
“We have created the nation’s only HIPAA-compliant, Real World Evidence platform integrating cannabis and de-identified healthcare data designed to support SaaS-based business performance analytics, product safety and efficacy surveillance solutions, and evidence-based health outcomes research,” Barton said in a statement. “Our US-based healthcare and cannabis clients can leverage data-driven insights to achieve improved patient health outcomes and business performance.”
Helix CEO Zachary Venegas also voiced his support of the deal.
“As Helix has grown into one of the leading global providers of software used in the cannabis industry, we have prioritized value-added solutions, innovation and outstanding execution at every opportunity,” Venegas said. “With (Saturday’s) important announcement, this commitment is being taken to the next level. Joining with MOR adds a completely new and critical dimension to Helix’s capabilities that will further advance the commercial success of customers using our BioTrack and Cannalytics technology suites.”
Deal terms
Under the terms of the deal, Helix shareholders will receive 0.027 shares of Forian common stock for each share of Helix common stock, giving it 28% ownership of the combined company. MOR Analytics shareholders will own the remaining 72% of Forian.
The new company should have over $10 milllion in cash at its disposal once the deal is completed and will not incur any new debt, according to the statement. The Forian shares received by Helix shareholders and by MOR Analytics members in the merger are expected to be treated as a tax-free exchange for federal income tax purposes.
Forian will maintain headquarters in Newtown, Pennsylvania and have offices in Fort Lauderdale and Denver. MOR’s Barton will take the reins as CEO of Forian, with Helix’s Venegas continuing on as CEO of the Helix subsidiary. Forian’s board will initially be comprised of a total of 11 directors, including Marty Wygod, Max Wygod, Adam Dublin, Dan Barton of MOR Analytics, Scott Ogur of Helix, and six new independent directors.
The deal is expected to close in 1Q 2021, after which Forian plans to list on the Nasdaq exchange.
