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Premier Health signs definitive agreement for acquisition of Cloud Practice

Press releases may be edited for formatting or style
VANCOUVER, British Columbia, January 10, 2019 /PRNewswire/ -- Premier Health Group Inc. (CSE: PHGI) (OTCQB: PHGRF) (Frankfurt: 6PH) (the "Company" or "Premier Health"), a Company focused on developing innovative approaches that combine human skill based expertise with emerging technologies for the healthcare industry, is pleased to announce, further to its news release dated December 17, 2018, the Company has signed a Definitive Agreement ("the Agreement") to acquire all of the outstanding securities of Cloud Practice Inc. ("Cloud Practice").

Cloud Practice's founders, including CEO Jordan Visco, and entire support team, consisting of several software developers and sales staff, will join and work alongside the Premier Health team to offer tools and resources providing for better efficiency on a day-to-day basis for both physicians and customers. The combined Premier and Cloud Practice ecosystem consists of over 3,000,000 patients.

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"We are very excited to have completed this acquisition and to have the experienced team at Cloud Practice join the team at Premier Health. With this acquisition, we now have a medical software company with national reach. Thus, enabling us to build on our patient centric technology platform that will integrate telemedicine, online booking and other premium services with our electronic medical records (EMR) system," said Dr. Essam Hamza, CEO of Premier.

Jordan Visco, CEO of Cloud Practice, stated: "We are thrilled to be joining a progressive group such as Premier Health. We are focused on delivering top quality service to Canada's healthcare industry and we are confident that with Cloud Practice's offerings combined with the Premier Health teams' expertise and long-term vision, we can achieve considerable success."

In consideration for the acquisition of all of the outstanding Cloud Practice securities, Premier will pay to the Cloud Practice shareholders total consideration of up to $5 million as follows: (i) $500,000 paid in cash on signing of the binding LOI as a refundable deposit, (ii) $500,000 in cash payable on closing, (iii) $500,000 in cash payable 90 days after closing, (iv) $500,000 in cash payable within six months of the LOI subject to the satisfaction of certain milestones related to the integration of the Juno EMR, and (v) an aggregate of $3 million payable in common shares of Premier at a deemed price of $0.76 per share.

All shares issued in the transaction are subject to a restricted period of four months and one day. There were no finder's fees paid in connection with the Transaction.
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