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Empower Clinics $CBDT.ca Enters Canadian Market with Proposed Acquisition That Includes 6 Clinics and Incentives to Open Additional 30 Clinics and Announces Private Placement of Up to $1.1 Million $VPT.ca $ADK.ca

Posted by AGORACOM-JC at 5:14 PM on Wednesday, October 21st, 2020
  • Announced it has entered into a non-binding term sheet to acquire the businesses of Lawrence Park Health and Wellness Clinic Inc., 1100900 Canada Inc dba Atkinson, and Momentum Health Inc. collectively (“Momentum Health“).
  • Momentum Health operates a network of medical clinics with a comprehensive team of physicians and therapists who apply a holistic and hands on approach working with patients to unlock potential well-being.
  • 6 clinics in greater Toronto area with plans to expand
  • Closing will be conditional upon, amongst other customary items listed below, Empower completing a debt or equity financing to raise minimum gross proceeds of $750,000 CAD
  • To this end, the Company has entered into an agreement with Mackie Research Capital Corporation in connection with a best efforts, private placement for gross proceeds of up to $1,100,000, the details of which are outlined below
  • The private placement is scheduled to close on or about the week of November 2, 2020.

Acquisition Expands Company’s North American Footprint And Strengthens Vertical Integration From Patients To Laboratory

VANCOUVER, BC / October 21, 2020 / Empower Clinics (CSE:CBDT)(OTC PINK:EPWCF)(FRA:8EC) (the “Company” or “Empower“), a vertically integrated health and wellness company serving a database of 165,000 patients through clinics in the southwest United States, a telemedicine platform and a world-class medical diagnostics laboratory, is pleased to announce it has entered into a non-binding term sheet to acquire the businesses of Lawrence Park Health and Wellness Clinic Inc., 1100900 Canada Inc dba Atkinson, and Momentum Health Inc. collectively (“Momentum Health“).

Closing will be conditional upon, amongst other customary items listed below, Empower completing a debt or equity financing to raise minimum gross proceeds of $750,000 CAD. To this end, the Company has entered into an agreement with Mackie Research Capital Corporation in connection with a best efforts, private placement for gross proceeds of up to $1,100,000, the details of which are outlined below. The private placement is scheduled to close on or about the week of November 2, 2020.

Closing of the acquisition is expected to occur on or about November 10, 2020.

6 CLINICS IN GREATER TORONTO AREA WITH PLANS TO EXPAND MODEL ACROSS CANADA

Momentum Health operates a network of medical clinics with a comprehensive team of physicians and therapists who apply a holistic and hands on approach working with patients to unlock potential well-being. Key services include Physiotherapy, Chiropractic, Massage Therapy, Traditional Chinese Medicine, Athletic Therapy and others.

The proposed acquisition will include the acquisition of two standalone wellness clinics and four new co-located clinics in the Greater Toronto area of Ontario, Canada. Moreover, the proposed acquisition includes incentives for the two Co-Founders of Momentum Health to open an additional 30 clinics across Canada.

Steven McAuley, Chairman and CEO of Empower Clinics stated, “The acquisition of Momentum Health is expected to advance the direction and growth prospects for Empower overall,” said Steven McAuley, Empowers Chairman & CEO. “As we continue to position Empower as an integrated healthcare company, bringing alternative care together with primary care facilities enables us to deploy a better healthcare model, based on progressive technology and in-person care. Having Dr. Rabinowitz and Dr. Tsimerman join me in leadership to rapidly expand Empowers clinic footprint across Canada is another important step toward our growth objectives.”

Momentum Health Co-Founder Dr. Rabinowitz commented “Our core values of professionalism, corporate responsibility and community health fall directly in line with Empower. We are extremely excited to collaborate with this tremendous organization to provide reliable and trusted healthcare for communities across Canada.”

Momentum Health Co-Founder Dr. Tsimerman commented “Momentum Health has always stood on the foundations of providing an unparalleled patient experience and bridging the gap between the conventional medical system and paramedical services.”

PROPOSED TERMS OF ACQUISITION

Under the proposed terms, the Company will pay $275,000 CAD cash at closing and a $75,000 CAD performance holdback, for an aggregate cash payment of $350,000 CAD. In addition, at closing, Empower will issue Dr. Jordan Rabinowitz and Dr. Aviv Tsimerman common shares in the capital of Empower (“Shares“) having an aggregate value of $250,000 CAD and, subject to the satisfaction of defined performance metrics, additional Shares having an aggregate value of $250,000 CAD, which will vest in quarterly installments over 24 months following the closing. All Share consideration is expected to be based on a deemed price per Share equal to the 10-day volume weighted average closing price per Share on the Canadian Securities Exchange (the “CSE“) for the period ending on the last business day prior to the closing.

PERFORMANCE INCENTIVES TO OPEN 30 ADDITIONAL LOCATIONS

The proposed acquisition also includes long-term performance incentives that upon achieving the opening of:

Ten (10) new clinic locations (“Milestone One”) the issuance to the Vendors subject to terms and conditions as set out in the Stock Option Plan, an irrevocable option (the “Share Option“) to purchase at any time or from time to time on or before the Expiration Date, 1,250,000 Shares of the Corporation.

Twenty (20) new clinic locations (“Milestone Two”) the issuance to the Vendors subject to terms and conditions as set out in the Stock Option Plan, an irrevocable Share Option to purchase at any time or from time to time on or before the Expiration Date, 1,250,000 Shares of the Corporation.

Thirty (30) new clinic locations (“Milestone Three”) the issuance to the Vendors subject to terms and conditions as set out in the Stock Option Plan, an irrevocable Share Option to purchase at any time or from time to time on or before the Expiration Date, 1,250,000 Shares of the Corporation.

All issuances will be at a deemed price per Share equal to the 10-day volume weighted average closing price per Share on the CSE for the period ending on the last business day prior to the achievement of Milestone One, Two or Three.

ADDITIONAL DETAILS

The proposed consideration assumes a debt free transaction and will be adjusted accordingly for any level of debt assumed by the Company, directly or indirectly. The transaction is expected to be structured on a tax efficient basis, and otherwise in accordance with the requirements of requisite securities laws and the policies of the CSE.

Empower has agreed to enter into employment agreements with Dr. Rabinowitz and Dr. Tsimerman, to lead the proposed Canadian clinic expansion strategy.

Completion of the transaction includes Momentum Health interests in certain affiliates and will be subject to various conditions, including entry into a definitive agreement, completion of due diligence, and receipt of all required shareholder, manager, third party and regulatory approvals, including approval of the CSE.

PRIVATE PLACEMENT

The Company is also pleased to announce that it has entered into an agreement with Mackie Research Capital Corporation, as sole agent and sole bookrunner (the “Agent“), in connection with a best efforts, private placement of units of the Company (the “Units“) at a price of $0.05 per Unit (the “Offering Price“) for gross proceeds of up to $1,100,000 (the “Offering“).

Each Unit will be comprised of one common share of the Company (a “Common Share“) and one Common Share purchase warrant (a “Warrant“). Each Warrant shall be exercisable to acquire one Common Share (a “Warrant Share“) at a price of $0.12 per Warrant Share for a period of 24 months from the closing of the Offering.

The Agent will have an option (the “Agent’s Option“) to offer for sale up to an additional 15% of the number of Units sold in the Offering at the Offering Price, which Agent’s Option is exercisable, in whole or in part, at any time up to 48 hours prior to the closing of the Offering.

The Company intends to use the proceeds raised under the Offering to support the development of clinics through clinic acquisitions, lab testing services, sales and marketing, for general working capital purposes.

The securities to be issued under the Offering will be offered by way of private placement in each of the provinces of Canada, and such other jurisdictions as may be determined by the Company, in each case, pursuant to applicable exemptions from the prospectus requirements under applicable securities laws.

The Offering is scheduled to close on or about the week of November 2, 2020, or such date as agreed upon between the Company and Agent (the “Closing“) and Closing of the Offering may occur in multiple tranches, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Canadian Securities Exchange. The Units to be issued under the Offering will have a hold period of four months and one day from Closing.

In connection with the Offering, the Agent will receive an aggregate cash fee equal to 8.0% of the gross proceeds from the Offering, including in respect of any exercise of the Agent’s Option. In addition, the Company will grant the Agent, on date of Closing, non-transferable compensation options (the “Compensation Options“) equal to 8.0% of the total number of Units sold under the Offering (including in respect of any exercise of the Agent’s Option). Each Compensation Option will entitle the holder thereof to purchase one Unit at an exercise price equal to the Offering Price for a period of 24 months following the Closing.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation to buy any securities in any jurisdiction.

This press release is available on the Empower Clinics Verified Forum on AGORACOM for shareholder discussion, questions and engagement with management https://agoracom.com/ir/EmpowerClinics

ABOUT EMPOWER:

Empower is creating a network of physicians and practitioners who integrate to serve patient needs, in-clinic, through telemedicine, and with decentralized mobile delivery. A simplified, streamlined care model bringing key attributes of the healthcare supply chain together, always focused on patient experience. The Company provides COVID-19 testing services to consumers and businesses as part of a four-phased nationwide testing initiative in the United States. Empower recently acquired Kai Medical Laboratory, LLC as a wholly owned subsidiary with large-scale testing capability.

ON BEHALF OF THE BOARD OF DIRECTORS:

Steven McAuley
Chief Executive Officer

CONTACTS:

Investors:
Dustin Klein
Director
[email protected]
720-352-1398

Investors:
Steven McAuley
CEO
[email protected]
604-789-2146

DISCLAIMER FOR FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking statements” or “forward-looking information” (collectively “forward looking statements”) within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Forward-looking statements can frequently be identified by words such as “plans”, “continues”, “expects”, “projects”, “intends”, “believes”, “anticipates”, “estimates”, “may”, “will”, “potential”, “proposed” and other similar words, or information that certain events or conditions “may” or “will” occur. Forward-looking statements in this news release include, but are not limited to, statements regarding: the expected benefits to the Company and its shareholders as a result of the acquisition of Kai Medical Laboratory; the transaction terms; the expected number of clinics and patients following the closing; the future potential success of Kai Medical Laboratory, Sun Valley’s franchise model; the anticipated date of closing of the acquisition and the occurrence thereof; and that the Company will be positioned to be a market-leading service provider for complex patient requirements in 2020 and beyond. Such statements are only projections, are based on assumptions known to management at this time, and are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements, including: that the Momentum Health acquisition may not be completed on the terms expected or at all; that the Company’s products may not work as expected; that the Company may not be able to expand COVID-19 testing; that legislative changes may have an adverse effect on the Company’s business and product development; that the Company may not be able to obtain adequate financing to pursue its business plan; general business, economic, competitive, political and social uncertainties; failure to obtain any necessary approvals in connection with the proposed transaction; and other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned not to place undue reliance on the forward-looking statements in this release, which are qualified in their entirety by these cautionary statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE: Empower Clinics Inc.

VIDEO – Empower Clinics $CBDT.ca Acquires Testing Lab And Lands First COVID-19 Testing Contract For Major Film & TV Studio $VPT.ca $ADK.ca

Posted by AGORACOM-JC at 6:42 PM on Wednesday, October 7th, 2020

Sometimes, you just have to let the numbers speak for themselves.  With 165,000 patients, Empower Clinics (CBDT:CSE) (EPWCF:OTCQB) has a database that almost every medical cannabis and CBD company would kill for … but then these numbers came in for the first two quarters:

Revenues $USD 1.7M vs $745,000 = 130% Gain

Patient Visits 12,400 vs 5,500 = 125% Gain

CBDT has now delivered growth in 4 successive financial reports (Q4, FY 2019, Q1 and Q2), so it is safe to say that superstar CEO Steve McAuley can officially claim victory on the turnaround he inherited in 2019.

But he is far from done.

In the last 36 hours, Empower announced:

1.  The acquisition of an 8,000 sq ft lab in Dallas (they do everything big over there) that can process 4,000 COVID-19 tests per day.  At the lowest price of $USD 80 per test and operating on just 1,000 tests per day, the clinic would deliver $USD 80,000 in revenue PER DAY.  We will let you do the math with the combination of higher prices + more tests per day.

2.  An agreement to run 1,000 COVID-19 RT-PCR Tests for a major film & TV studio, which could lead to much more business if all goes well with this first batch. To this end, the lab has already processed tests for six different film and television productions since September 1st (prior to the acquisition) and continues to build both confidence and credibility within the industry.

It doesn’t take much to see that the lab has the potential to take Empower to a whole new level.  Specifically, if you’re an investor in Well Health (WELL:TSX) and/or CloudMD (DOC:TSXV) you have to start taking a serious look at Empower as the next great potential health and wellness company.  It’s already proven solid revenues and growth from its clinics, is expanding its telemedicine practice very nicely and now has the power to quickly generate significant enterprise level revenues from its newly acquired medical diagnostics laboratory … which is already bearing fruit just 24 hours after the acquisition.

Can McAuley pull it off?  First consider what he has already accomplished after inheriting a catastrophe of a company in early 2019.  Secondly, McAuley is Six Sigma certified under the quality initiative of legendary GE (General Electric) Chairman Jack Welch. We’ve never seen a Six Sigma certified CEO in the Canadian small cap markets. Never …. which explains how McAuley has been able to guide Empower Clinics through the most disruptive retail environment in recent history and turn it into significant growth through Q2 2020 … with some jet fuel now added here in Q4.

And if you MISSED Well Health and CloudMD, you really need to take a close look at Empower as the next great small cap health & wellness company.

Watch this interview or listen by Podcast on AppleGoogleSpotify or your favourite podcaster.

Empower Clinics $CBDT.ca Acquires Medical Laboratory Capable of Processing 4,000 #COVID-19 RT-PCR Tests Per Day $VPT.ca $ADK.ca

Posted by AGORACOM-JC at 7:02 AM on Tuesday, October 6th, 2020

Kai Medical Laboratory, a state-of-the-art diagnostics laboratory in Dallas, TX, will advance Empower COVID-19 national testing programs for enterprise clients, including movie and television studios, businesses, colleges and universities

  • Pursuant to the terms of a membership interest purchase agreement dated October 5, 2020, has completed the acquisition of Kai Medical Laboratory, LLC (“KAI“) from KTM5 Holdings, LLC, NULV11, LLC and Consistent Investment Group, LLC (together, the “Vendors“), through its wholly-owned subsidiary, Empower Healthcare Assets Inc. (“Empower Health“), for consideration having an aggregate value of US$1,971,857 (CAD$2,613,478), effective as of October 5, 2020 (the “Transaction“).

VANCOUVER BC / October 6, 2020 / EMPOWER CLINICS INC. (CSE:CBDT) (Frankfurt:8EC) (OTCQB:EPWCF) (“Empower” or the “Company“) is pleased to announce that, pursuant to the terms of a membership interest purchase agreement dated October 5, 2020, has completed the acquisition of Kai Medical Laboratory, LLC (“KAI“) from KTM5 Holdings, LLC, NULV11, LLC and Consistent Investment Group, LLC (together, the “Vendors“), through its wholly-owned subsidiary, Empower Healthcare Assets Inc. (“Empower Health“), for consideration having an aggregate value of US$1,971,857 (CAD$2,613,478), effective as of October 5, 2020 (the “Transaction“).

COVID-19 RT-PCR TESTING IS THE GOLD STANDARD THAT ALLOWS EMPOWER TO ROLL OUT NATIONAL PHASE 4 TESTING PROGRAMS

KAI Medical Laboratory operates a high-complexity CLIA and COLA accredited laboratory that provides reliable and accurate testing solutions to hospitals, medical clinics, pharmacies, and employer groups. KAI has taken an active role in COVID-19 testing, battling the pandemic through RT-PCR testing and serology testing with the capacity to process 4,000 RT-PCR test specimens per day. While the RT-PCR test identifies if a patient has an active virus, the serology or antibody test detects if a patient has previously been exposed to the virus. Both of these test results are vital to managing outbreaks and the potential spread of coronavirus.

As a result of this capability, Empower is now able to expand phase four of its COVID-19 testing rollout which was first announced on April 27, 2020 beginning with testing in-clinic testing (Phase 1) and culminating with a nationwide roll-out across the United States (Phase 4). Phase 4 allows Empower to service enterprise level clients, including movie and television studios that require reliable, accurate, fast and mass batch testing capabilities in order to resume production in a safe and compliant manner.

“Adding Kai Medical Laboratory to the Empower Clinics family enables us to dramatically expand COVID-19 testing capability, for our get back to work & get back to school initiatives as part of our national rollout plans” said Steven McAuley, Empower’s Chairman & CEO. “Kai Medical has a newly built high-complexity lab offering a wide array of testing services, that we will leverage to serve the massive demand for national COVID testing in the U.S. Additionally, as flu season arrives and a potential second-wave of COVID takes hold, the technical infrastructure of Kai Medical allows Empower to capture testing demand and bring new technical testing products to market.”

COVID-19 TESTING PROGRAMS FOR EMPLOYERS AND DIRECT TO CONSUMER ALREADY UNDERWAY AT KAI LABORATORY

To further assist with COVID-19 testing, Kai Medical Laboratory has also developed two key programs in Texas and Arizona. The first program is a direct-to-consumer program that leverages the ability of various healthcare providers to order and administer both the RT-PCR test and the Antibody test. This increases the ability of the general population to be tested, in certain circumstances. The second is an Employer COVID-19 Compliance Program (ECCP) for business owners and employer groups to enable them to test and monitor their employees.

Texas program https://www.testtexasnow.com

Arizona program https://www.covidtest2u.com

Finally, beyond its COVID-19 capabilities, Kai Medical Laboratory offers a wide array of testing services ranging from hematology to hormone testing, endocrinology, toxicology, and immunology. These tests are done under the supervision of its well-qualified and highly experienced scientists, medical professionals and pharmacists.

KAI MEDICAL LABORATORY TEAM LEAD BY YOSHI TYLER

The driving force behind Kai Medical Laboratory’s remarkable growth and success is Yoshi Tyler. Yoshi has a passion for being an entrepreneur, and over time, she found her true calling in healthcare. Driven by this interest, she pursued her career in the healthcare industry for more than two decades. She held leadership positions at a Fortune 500 pharmaceutical company for over thirteen years. These leadership experiences provided her with in-depth knowledge and industry insights that helped her to lead Kai Medical Laboratory towards growth.

The Kai Medical Laboratory team includes key roles including Principal Scientist, Director of Operations, Molecular Scientist, Quality Assurance, Lab Director and other critical roles.

“Kai Medical Laboratory is inspired by science and built on integrity and joining Empower allows our highly skilled personnel and state-of-the-art instrumentation to expand from a local community level to a national level” says Yoshi Tyler, Founder of Kai Medical. “Our mission is to change healthcare through science & innovative quality care, and with Empower providing an expansion of resources, Kai Medical Laboratory will be in a position to help the national need for expanded COVID-19 testing as the second wave commences.”

ADDITIONAL TERMS OF THE ACQUISITION

In connection with the closing of the Transaction (the “Closing“), Empower; (i) assumes certain short term and long term liabilities comprised of the SBA Loan of (US$1,139,577), the EIDL Loan of (US$150,000), the PPP Loan of (US$86,379), revolving debt of (US$89,478), (ii), accounts payable of (US$192,460), (iii) other short term and long term liabilities of (US$313,963), in total equal to the amount of US$1,971,857 (CAD$2,613,478), (the “Assumed Indebtedness“); the issuance of options to purchase common shares of Buyer Parent at an exercise price of CDN$0.05 per share, subject to the terms and conditions of each of the Option Agreements, in an amount equal to 400,000 share options to Yoshi Tyler, as the principal of KTM5, and 100,000 share options to Michael Haines, as the principal of NULV11 (the “Options“); and the issuance of a warrant certificate to Continuous Investment Group, LLC to purchase 500,000 common shares of Buyer Parent at a purchase price of CDN$0.05 per share, subject to the terms and conditions of the Warrant Certificate (the “Warrants“).

Market Leading Technology Kai Medical Laboratory utilizes state-of-the-art instrumentation, preeminent testing methodologies, and laboratory services enabling high-complexity accredited laboratory testing solutions, providing some of the following key instrument testing capabilities:

  • Thermo Fisher – QuantStudio 12K Flex
    • COVID-19 testing
    • Cannabis Testing
    • Clinical Genomics
  • Roche Cobas 6000
    • COVID-19 Antibody testing
    • Clinical Chemistry/Endocrinology
  • AB SCIEX 6500+ – Liquid Chromatography Mass Spectrometry
    • Clinical Chemistry/Endocrinology
    • Agriculture/Cannabis testing
  • AB SCIEX 4500 – Liquid Chromatography Mass Spectrometry
    • Urine Toxicology
    • Cannabis testing
  • SYSMEX XN-550
    • Hematology

(CLIA) The Clinical Laboratory Improvement Amendments regulate laboratory testing and require clinical laboratories to be certified by the Center for Medicare and Medicaid Services (CMS) before they can accept human samples for diagnostic testing.

(COLA) is the premier clinical laboratory accreditation, education and consultation organization. An independent accreditor whose practical, educational standards have a positive and immediate impact on patient care. http://www.cola.org

ABOUT EMPOWER

Empower is an integrated health & wellness company with a network of corporate and franchised health & wellness clinics in the U.S. The Company is focused on helping patients improve and protect their health, through innovative physician recommended treatment options. The Company has launched Dosed Wellness Ltd. to connect its significant data, to the potential of the efficacy of alternative treatment options related to hemp-derived cannabidiol (CBD) therapies, psilocybin and other psychedelic plant-based treatment options. The Company provides COVID-19 testing services to consumers and businesses as part of a four-phased nationwide testing initiative.

ABOUT Kai Medical Laboratory

Our mission is to change healthcare through science & innovative quality care by providing value added services, accuracy, and consistency. Our unwavering commitment to quality compliance and scientific innovation elevates Kai Medical Laboratory to a new standard in patient care. Kai Medical Laboratory is located in the Dallas Medical District in close proximity to some of the largest healthcare groups in the U.S. including Parkland Hospital, UT Southwestern, Children’s Medical Center, Baylor Scott & White Health (Dallas), Tenet Healthcare (Dallas), CHRISTUS Healthcare (Dallas).

ON BEHALF OF THE BOARD OF DIRECTORS:

Steven McAuley
Chief Executive Officer

CONTACTS:

Investors:
Dustin Klein
Director
[email protected]
720-352-1398

Investors:
Steven McAuley
CEO
[email protected]
604-789-2146

DISCLAIMER FOR FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking statements” or “forward-looking information” (collectively “forward looking statements”) within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release. Forward-looking statements can frequently be identified by words such as “plans”, “continues”, “expects”, “projects”, “intends”, “believes”, “anticipates”, “estimates”, “may”, “will”, “potential”, “proposed” and other similar words, or information that certain events or conditions “may” or “will” occur. Forward-looking statements in this news release include, but are not limited to, statements regarding: the expected benefits to the Company and its shareholders as a result of the acquisition of Kai Medical Laboratory; the transaction terms; the expected number of clinics and patients following the closing; the future potential success of Kai Medical Laboratory, Sun Valley’s franchise model; the anticipated date of closing of the acquisition and the occurrence thereof; and that the Company will be positioned to be a market-leading service provider for complex patient requirements in 2020 and beyond. Such statements are only projections, are based on assumptions known to management at this time, and are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements, including: that the Kai Medical Laboratory acquisition may not be completed on the terms expected or at all; that the Company’s products may not work as expected; that the Company may not be able to expand COVID-19 testing; that legislative changes may have an adverse affect on the Company’s business and product development; that the Company may not be able to obtain adequate financing to pursue its business plan; general business, economic, competitive, political and social uncertainties; failure to obtain any necessary approvals in connection with the proposed transaction; and other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned not to place undue reliance on the forward-looking statements in this release, which are qualified in their entirety by these cautionary statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE: EMPOWER CLINICS INC.

VIDEO – Empower Clinics $CBDT.ca Grows Revenues 130%, Patient Visits 125% And Becomes Cash Flow Positive $WEED.ca $CGC $ACB $APH $CRON.ca $OGI.ca

Posted by AGORACOM-JC at 4:03 PM on Wednesday, September 16th, 2020

Sometimes, you just have to let the numbers speak for themselves.  With 165,000 patients, Empower Clinics (CBDT:CSE) (EPWCF:OTCQB) has a database that almost every medical cannabis and CBD company would kill for … but then these numbers came in for the first two quarters:

Revenues $USD 1.7M vs $745,000 = 130% Gain

Patient Visits 12,400 vs 5,500 = 125% Gain

CBDT has now delivered growth in 4 successive financial reports (Q4, FY 2019, Q1 and Q2), so it is safe to say that superstar CEO Steve McAuley can officially claim victory on the turnaround he inherited in 2019.

But he is far from done.

CBDT also just announced the potential acquisition of an 8,000 sq ft lab in Dallas (they do everything big over there) that can process 2,000 COVID-19 tests per 8 hour shift.  At an average price of ~ $USD 90 per test, the clinic could represent $USD 180,000 in revenue PER SHIFT.  However, until this acquisition closes, we’re not going to focus on it too much – but that could happen as early as next week.  

Moreover, CBDT has to actually fill that capacity, which McAuley says he is working on right now with some enterprise sized discussions taking place as we write. Can he pull it off?  First consider what he has already accomplished after inheriting a catastrophe of a company.  Secondly, McAuley, is Six Sigma certified under the quality initiative of legendary GE (General Electric) Chairman Jack Welch. We’ve never seen a Six Sigma certified CEO in the Canadian small cap markets. Never …. which explains how McAuley has been able to guide Empower Clinics through the most disruptive retail environment in recent history and turn it into significant growth … and gives us optimism about this acquisition.

Watch this amazing interview.

Watch this interview or listen by Podcast on AppleGoogleSpotify or your favourite podcaster.

Empower Clinics $CBDT.ca Expands COVID-19 Testing Programs by Commencing RT-PCR Testing $WEED.ca $CGC $ACB $APH $CRON.ca $OGI.ca

Posted by AGORACOM-JC at 6:56 AM on Thursday, September 10th, 2020
  • Commenced COVID-19 reverse transcription polymerase chain reaction (RT-PCR), testing through its Sun Valley Health operations in Arizona, using RT-PCR test kits and laboratory test processing by Kai Medical Laboratory in Dallas, TX., the recently announced proposed acquisition target by Empower
  • programs are part of a “Back to Work” and “Back to School” initiative supported by a variety of outbound marketing campaigns including new Facebook ads, text message & email campaigns and outbound call-center campaigns targeting businesses, universities & colleges, sports teams or organizations where effective social distancing could be difficult.

VANCOUVER BC / September 10, 2020 / EMPOWER CLINICS INC. (CSE:CBDT)(Frankfurt:8EC)(OTCQB:EPWCF) (“Empower” or the “Company“) today announces it has commenced COVID-19 reverse transcription polymerase chain reaction (RT-PCR), testing through its Sun Valley Health operations in Arizona, using RT-PCR test kits and laboratory test processing by Kai Medical Laboratory in Dallas, TX., the recently announced proposed acquisition target by Empower.

The programs are part of a “Back to Work” and “Back to School” initiative supported by a variety of outbound marketing campaigns including new Facebook ads, text message & email campaigns and outbound call-center campaigns targeting businesses, universities & colleges, sports teams or organizations where effective social distancing could be difficult.

RT-PCR Testing can be booked via: https://www.sunvalleyhealth.com/covid-19-test-book-now/

Currently Kai Medical Laboratory has the capacity to complete in excess of 2,000 RT-PCR tests in one eight-hour shift by utilizing its Thermo Fisher QuantStudio 12k Flex testing machine.

“Launching our RT-PCR testing programs utilizing the capability of Kai Medical Labs gives us the ability to access massive testing volume not only in Arizona, but nationwide in the U.S.” said Steven McAuley, Empower’s Chairman & CEO. “Our team at Sun Valley Health has created numerous strategic marketing campaigns to drive awareness and testing volume, leveraging our supply chain improvements with increased profit margins.”

Many schools and universities are now requiring students and teachers to provide RT-PCR testing results prior to returning to campus. Our nasal or throat swab RT-PCR testing program allow students and teachers to quickly be tested and receive results from a Clinical Laboratory Improvement Amendments (CLIA), accredited laboratory in only 24 – 48 hours.

Businesses need a stable workforce, and must be quick to isolate employees with any symptoms. Our RT-PCR testing allows employees to be tested quickly and receive results within 24 – 48 hours, giving the employee and the employer the opportunity to activate non-contagious employees and safely return to work!

Travelers are also discovering demands to get a RT-PCR test and provide the result upon check-in at the airport. The reports are required to be no more than 3 days old. Our testing program provides accurate results within 24-48 hours, giving the patient a document that can make the difference in being able to travel.

https://www.cdc.gov/coronavirus/2019-ncov/community/schools-childcare/k-12-testing.html
https://www.wsj.com/articles/universities-plan-robust-covid-19-testing-for-returning-students-11594812937

An RT-PCR assay is a viral molecular test to detect active infection directly in a patient’s RNA genetic sequence. An RT-PCR swab test is considered the gold-standard for testing & diagnosing active viral infections and should be used for anyone who has symptoms or known exposure to COVID-19. These tests are renowned for high sensitivity and high specificity.

(CLIA) The Clinical Laboratory Improvement Amendments regulate laboratory testing and require clinical laboratories to be certified by the Center for Medicare and Medicaid Services (CMS) before they can accept human samples for diagnostic testing.

USA COVID-19 Data as at September 9, 2020
TOTAL CASES: 6,310,663
TOTAL DEATHS: 189,147
CASES IN LAST 7 DAYS: 262,971

ARIZONA as at September 9, 2020
CONFIRMED CASES: 204,239
PROBABLE CASES: 1,806
TOTAL CASES: 206,045
CASES IN LAST 7 DAYS: 3,703
CASES/100K: 2,873
DEATHS/100K: 72

TEXAS as at September 9, 2020
TOTAL CASES: 641,791
CASES IN LAST 7 DAYS: 24,458
CASES/100K: 2,236
DEATHS/100K: 47

ABOUT EMPOWER

Empower is a vertically integrated health & wellness company with a network of corporate and franchised health & wellness clinics in the U.S. The Company is focused on helping patients improve and protect their health, through innovative physician recommended treatment options. The Company has launched Dosed Wellness Ltd. to connect its significant data, to the potential of the efficacy of alternative treatment options related to hemp-derived cannabidiol (CBD) therapies, psilocybin and other psychedelic plant-based treatment options. The Company provides COVID-19 testing services to consumers and businesses as part of a four-phased nationwide testing initiative.

ABOUT Kai Medical Laboratory

Kai Medical Laboratory is a high-complexity CLIA and COLA accredited Laboratory that provides reliable and accurate testing solutions to hospitals, medical clinics, pharmacies, and employer groups. Kai Medical Laboratory offers a wide array of testing services ranging from hematology to hormone testing, endocrinology, toxicology, and immunology. These tests are done under the supervision of its well-qualified and highly experienced scientists, medical professionals, and pharmacists. https://www.kaimedicallaboratory.com

ON BEHALF OF THE BOARD OF DIRECTORS:

Steven McAuley
Chief Executive Officer

CONTACTS:

Investors: Dustin Klein
Director
[email protected]
720-352-1398

Investors: Steven McAuley
CEO
[email protected]
604-789-2146

DISCLAIMER FOR FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking statements” or “forward-looking information” (collectively “forward looking statements”) within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release.Forward-looking statements can frequently be identified by words such as “plans”, “continues”, “expects”, “projects”, “intends”, “believes”, “anticipates”, “estimates”, “may”, “will”, “potential”, “proposed” and other similar words, or information that certain events or conditions “may” or “will” occur. Forward-looking statements in this news release include, but are not limited to, statements regarding: the expected benefits to the Company and its shareholders as a result of the proposed acquisition of Sun Valley; the proposed transaction terms; the expected number of clinics and patients following the closing; the future potential success of Sun Valley’s franchise model; the anticipated date of closing of the acquisition and the occurrence thereof; and that the Company will be positioned to be a market-leading service provider for complex patient requirements in 2019 and beyond. Such statements are only projections, are based on assumptions known to management at this time, and are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements, including: that the Kai Medical Laboratory acquisition may not be completed on the terms expected or at all; that the Company’s products may not work as expected; that the Company may not be able to expand COVID-19 testing; that legislative changes may have an adverse affect on the Company’s business and product development; that the Company may not be able to obtain adequate financing to pursue its business plan; general business, economic, competitive, political and social uncertainties; failure to obtain any necessary approvals in connection with the proposed transaction; and other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned not to place undue reliance on the forward-looking statements in this release, which are qualified in their entirety by these cautionary statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE: Empower Clinics Inc.

Empower Clinics $CBDT.ca Announces Acquisition of Medical Diagnostics Laboratory $WEED.ca $CGC $ACB $APH $CRON.ca $OGI.ca

Posted by AGORACOM-JC at 7:06 AM on Tuesday, September 1st, 2020

Empower intends to acquire Kai Medical Laboratory, a state-of-the-art diagnostics laboratory located in the medical district of Dallas, TX to advance COVID-19 national testing programs

  • Entered into a non-binding term sheet to acquire the business of Kai Medical Laboratory, LLC, by way of a share or asset acquisition, subject to due diligence and customary closing conditions
  • Kai Medical Laboratory is a high-complexity CLIA and COLA accredited Laboratory that provides reliable and accurate testing solutions to hospitals, medical clinics, pharmacies, and employer groups
  • Kai Medical Laboratory offers a wide array of testing services ranging from hematology to hormone testing, endocrinology, toxicology, and immunology

VANCOUVER, BC / September 1, 2020 / EMPOWER CLINICS INC. (CSE:CBDT) (Frankfurt:8EC) (OTCQB:EPWCF) (“Empower” or the “Company“) today announces it has entered into a non-binding term sheet to acquire the business of Kai Medical Laboratory, LLC (“Kai Medical Laboratory“), by way of a share or asset acquisition, subject to due diligence and customary closing conditions.

Kai Medical Laboratory is a high-complexity CLIA and COLA accredited Laboratory that provides reliable and accurate testing solutions to hospitals, medical clinics, pharmacies, and employer groups. Kai Medical Laboratory offers a wide array of testing services ranging from hematology to hormone testing, endocrinology, toxicology, and immunology. These tests are done under the supervision of its well-qualified and highly experienced scientists, medical professionals, and pharmacists. https://www.kaimedicallaboratory.com

Kai Medical Laboratory has taken an active role in COVID-19 testing, battling the pandemic through RT-PCR testing and serology testing. While the RT-PCR test identifies if a patient has an active virus, the serology or antibody test detects if a patient has previously been exposed to the virus. Both of these test results are vital to managing outbreaks and the potential spread of coronavirus.

To further assist with COVID-19 testing, Kai Medical Laboratory has also developed two key programs in Texas and Arizona. The first program is a direct-to-consumer program that leverages the ability of various healthcare providers to order and administer both the RT-PCR test and the Antibody test. This increases the ability of the general population to be tested, in certain circumstances. The second is an Employer COVID-19 Compliance Program (ECCP) for business owners and employer groups to enable them to test and monitor their employees.

Texas program https://www.testtexasnow.com

Arizona program https://www.covidtest2u.com

Currently the lab has the capacity to complete in excess of 2,000 RT-PCR tests in one eight-hour shift by utilizing its Thermo Fisher QuantStudio 12k Flex testing machine. The lab also utilizes a Roche Cobas 6000 for COVID-19 Antibody testing, ensuring that Kai Medical Laboratory has the capability and capacity to serve a broad range of clients and test methods.

“Adding Kai Medical Laboratory to the Empower Clinics family enables us to dramatically expand COVID-19 testing capability and deliver phase four of our national rollout plan” said Steven McAuley, Empower’s Chairman & CEO. “Kai Medical has a newly built high-complexity lab offering a wide array of testing services, that together we will leverage to serve the massive demand for national COVID testing in the U.S. Further, as flu season arrives and a potential second-wave of COVID takes hold, the technical infrastructure of Kai Medical allows Empower to capture testing demand and the additional growth revenues associated with it.”

The driving force behind Kai Medical Laboratory’s remarkable growth and success is Yoshi Tyler. Yoshi has a passion for being an entrepreneur, and overtime, she found her true calling in healthcare. Driven by this interest, she pursued her career in the healthcare industry for more than two decades. She helmed leadership positions at a Fortune 500 pharmaceutical company for over thirteen years. These leadership experiences provided her with in-depth knowledge and industry insights that helped her to lead Kai Medical Laboratory towards growth.

The Kai Medical Laboratory team includes key roles including Principal Scientist, Director of Operations, Molecular Scientist, Quality Assurance, Lab Director and other critical roles.

“Kai Medical Laboratory is inspired by science and built on integrity. Our mission is to change healthcare through science & innovative quality care by providing value-added services, accuracy, and consistency. Our unwavering commitment to quality compliance and scientific innovation elevates Kai Medical Laboratory to a new standard in healthcare,” says Yoshi Tyler, the owner, and CEO of the company.

The proposed acquisition includes an 8,000 sq. ft. medical laboratory including covered drive up testing center, with premium testing and laboratory equipment, cash and current assets with a value in excess of $1,750,000.00 USD and a corporate office, both located in the heart of the medical district in Dallas, TX. Under the proposed terms Empower will assume a $1,200,000.00 USD Small Business Administration (SBA) equipment loan, a $150,000.00 SBA Economic Injury Disaster Loan and short-term liabilities of up to $250,000.00 at closing. In addition, Empower will issue 1,000,000 Company stock options to the Vendors, subject to the terms and conditions as set out in the Company Stock Option Plan.

Market Leading Technology Kai Medical Laboratory utilizes state-of-the-art instrumentation, preeminent testing methodologies, and laboratory services enabling high-complexity accredited laboratory testing solutions, providing some of the following key instrument testing capabilities:

  • Thermo Fisher – QuantStudio 12K Flex
    • COVID-19 testing
    • Cannabis Testing
    • Clinical Genomics
  • Roche Cobas 6000
    • COVID-19 Antibody testing
    • Clinical Chemistry/Endocrinology
  • AB SCIEX 6500+ – Liquid Chromatography Mass Spectrometry
    • Clinical Chemistry/Endocrinology
    • Agriculture/Cannabis testing
  • AB SCIEX 4500 – Liquid Chromatography Mass Spectrometry
    • Urine Toxicology
    • Cannabis testing
  • SYSMEX XN-550
    • Hematology

USA COVID-19 Data as at August 31, 2020

TOTAL CASES: 5,972,356

TOTAL DEATHS: 182,622

CASES IN LAST 7 DAYS: 289,865

ARIZONA as at August 31, 2020

CONFIRMED CASES: 199,984

PROBABLE CASES: 1,713

TOTAL CASES: 201,661

CASES IN LAST 7 DAYS: 3,558

CASES/100K: 1,769

DEATHS/100K: 70

TEXAS as at August 31, 2020

TOTAL CASES: 610,354

CASES IN LAST 7 DAYS: 32,817

CASES/100K: 2,126

DEATHS/100K: 46

(CLIA) The Clinical Laboratory Improvement Amendments regulate laboratory testing and require clinical laboratories to be certified by the Center for Medicare and Medicaid Services (CMS) before they can accept human samples for diagnostic testing.

(COLA) is the premier clinical laboratory accreditation, education and consultation organization. An independent accreditor whose practical, educational standards have a positive and immediate impact on patient care. http://www.cola.org

The transaction is expected to be structured on a tax efficient basis, and otherwise in accordance with the requirements of requisite securities laws and the policies of the CSE. Empower has agreed to enter into employment agreements with Yoshi Tyler and Michael Haines, each having an initial term of two years.

Completion of the transaction will be subject to various conditions, including entry into a definitive agreement, completion of due diligence, and receipt of all required shareholder, manager, third party and regulatory approvals, including approval of the CSE. Closing of the transaction is expected to occur prior to October 15, 2020.

ABOUT EMPOWER

Empower is a vertically integrated health & wellness company with a network of corporate and franchised health & wellness clinics in the U.S. The Company is focused on helping patients improve and protect their health, through innovative physician recommended treatment options. The Company has launched Dosed Wellness Ltd. to connect its significant data, to the potential of the efficacy of alternative treatment options related to hemp-derived cannabidiol (CBD) therapies, psilocybin and other psychedelic plant-based treatment options. The Company provides COVID-19 testing services to consumers and businesses as part of a four-phased nationwide testing initiative.

ABOUT KAI MEDICAL LABORATORY

Our mission is to change healthcare through science & innovative quality care by providing value added services, accuracy, and consistency. Our unwavering commitment to quality compliance and scientific innovation elevates Kai Medical Laboratory to a new standard in patient care. Kai Medical Laboratory is located in the Dallas Medical District in close proximity to some of the largest healthcare groups in the U.S. including Parkland Hospital, UT Southwestern, Children’s Medical Center, Baylor Scott & White Health (Dallas), Tenet Healthcare (Dallas), CHRISTUS Healthcare (Dallas).

ON BEHALF OF THE BOARD OF DIRECTORS:

Steven McAuley
Chief Executive Officer

CONTACTS:

Investors: Dustin Klein

Director
[email protected]
720-352-1398

Investors: Steven McAuley

CEO
[email protected]
604-789-2146

DISCLAIMER FOR FORWARD-LOOKING STATEMENTS

This news release contains certain “forward-looking statements” or “forward-looking information” (collectively “forward looking statements”) within the meaning of applicable Canadian securities laws. All statements, other than statements of historical fact, are forward-looking statements and are based on expectations, estimates and projections as at the date of this news release.Forward-looking statements can frequently be identified by words such as “plans”, “continues”, “expects”, “projects”, “intends”, “believes”, “anticipates”, “estimates”, “may”, “will”, “potential”, “proposed” and other similar words, or information that certain events or conditions “may” or “will” occur. Forward-looking statements in this news release include, but are not limited to, statements regarding: the expected benefits to the Company and its shareholders as a result of the proposed acquisition of Sun Valley; the proposed transaction terms; the expected number of clinics and patients following the closing; the future potential success of Sun Valley’s franchise model; the anticipated date of closing of the acquisition and the occurrence thereof; and that the Company will be positioned to be a market-leading service provider for complex patient requirements in 2019 and beyond. Such statements are only projections, are based on assumptions known to management at this time, and are subject to risks and uncertainties that may cause actual results, performance or developments to differ materially from those contained in the forward-looking statements, including: that the Kai Medical Laboratory acquisition may not be completed on the terms expected or at all; that the Company’s products may not work as expected; that the Company may not be able to expand COVID-19 testing; that legislative changes may have an adverse affect on the Company’s business and product development; that the Company may not be able to obtain adequate financing to pursue its business plan; general business, economic, competitive, political and social uncertainties; failure to obtain any necessary approvals in connection with the proposed transaction; and other factors beyond the Company’s control. No assurance can be given that any of the events anticipated by the forward-looking statements will occur or, if they do occur, what benefits the Company will obtain from them. Readers are cautioned not to place undue reliance on the forward-looking statements in this release, which are qualified in their entirety by these cautionary statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements in this release, whether as a result of new information, future events or otherwise, except as expressly required by applicable laws.

SOURCE: Empower Clinics Inc.