QHR and Open EC Announce the Completion of the Plan of Arrangement
KELOWNA, BRITISH COLUMBIA--(Marketwire - Oct. 25, 2012) - QHR Technologies Inc. (TSX VENTURE:QHR) ("QHR" or the "Company") and Open EC Technologies, Inc. (TSX VENTURE:OCE) ("Open EC") are pleased to announce that they have completed the previously announced Plan of Arrangement (the "Arrangement") between QHR and Open EC.
The Arrangement was approved by the affirmative vote of Open EC's shareholders at a special meeting held September 6, 2012 and by the Supreme Court of British Columbia in a Final Order dated September 7, 2012. Trading in the common shares of Open EC on the TSX Venture Exchange was halted on September 7, 2012.
As a result of the Arrangement, QHR acquired all of the issued and outstanding securities of Open EC at 12:01 a.m. (Vancouver time) on October 25, 2012 (the "Effective Date"), and Open EC is now a wholly-owned subsidiary of QHR. For further details regarding the Plan of Arrangement, please refer to the Open EC management information circular dated July 25, 2012, a copy of which is available under the corporate profile of Open EC at www.SEDAR.com.
Open EC's common shares will be delisted from the TSX Venture Exchange. QHR shares issued to Open EC security holders pursuant to the Plan of Arrangement trade on the TSX Venture Exchange under the symbol "QHR", but QHR shares issued to Open EC shareholders in exchange for Open EC shares are subject to a resale restriction for twelve months from the Effective Date, while QHR shares issued in exchange for Open EC options and warrants are subject to a resale restriction for eighteen months from the Effective Date.
Commenting on the completion of the arrangement, Mr. Al Hildebrandt, President and Chief Executive Officer of QHR said; "We are excited to capitalize on the growth opportunities ahead for QHR as we expand our focus to include the United States. We expect Open EC's market penetration and recurring revenue model derived from a growing customer base of over 5,000 US physicians to deliver exceptional value to our customers and shareholders".
Martyn Armstrong, CEO of Open EC comments; "We are pleased to join the QHR group in building a world class Healthcare Information Technology company and are looking forward to accelerating our growth in the US for our Physician Billing Solutions, Insurance Claims Processing, Health Record Exchange and HIPAA EDI Software Integration solutions."
About QHR Technologies Inc.
QHR operates two business units in distinct markets:
The Electronic Medical Records ("EMR") division offers a suite of medical software modules that provides computer-based medical records for family physicians, medical specialists, and surgeons, as well as administrative modules for billing and patient scheduling, that is a key component of the move throughout Canada to provide electronic healthcare records for all Canadians. The EMR division also provides on-site and off-site (ASP) hosting capabilities.
The Enterprise Management Software ("EMS") division specializes in workforce management software, which consists of integrated payroll, staff scheduling and human resource software, and in customized financial management software built on the Microsoft Dynamics GP platform. These products are targeted at complex healthcare, social services and public safety environments.
For a more complete business and financial profile of the Company, management encourages interested parties to visit the Company's website: www.QHRtechnologies.com.
About Open EC
Open EC Technologies is an e-Business Information Technology company with our corporate head office, marketing and development in Vancouver, BC, main HealthCare IT Solutions Operations office in San Antonio, Texas and Medical Practise Billing Operations office in Spring Hill, Florida. The company has software development and data center hosting operations in Maine, with Sales and Executive Management staff in Atlanta Georgia.
The Company's focus is to provide software solutions and transaction processing services to assist Physicians, Hospitals, Health Plans, Insurance Brokers and State Governments to exchange information for HIPAA EDI Health Plan Enrolment, Health Insurance Eligibility, Health Insurance Claims, Claim Payments and HealthCare Provider Collaboration of supporting patient referral and industry compliance/reporting documentation.
Additional product and solution information is available on the web at www.SoftCareHealthcare.com, www.iPlexus.net and www.softcare.com.
Legal Notice Regarding Forward Looking Statements
This news release may contain "forward looking statements" within the meaning of applicable Canadian securities legislation. These statements are subject to risks that may cause the actual results to be materially different in future periods from those expressed or implied by such forward looking statement. Risks that may prevent or delay the forward looking statements from coming to fruition include that we may not offer products that are acceptable to industry regulators or customers; competitors may offer better or cheaper products; we may not be able to raise sufficient capital to improve products to remain competitive; changing regulatory requirements may prevent our products from being sold as expected; we may not be able to attract or retain key personnel; our technology may become obsolete; orders could be cancelled or delayed and market factors may increase our costs more than expected. QHR is a technology business development enterprise where investment and product enhancements must be carefully managed to achieve long-term revenue growth and profitability. It is our policy not to update forward looking statements except to the extent required under applicable securities laws. Further information on the Company is available at www.sedar.com or at the Company's website, www.QHRtechnologies.com.
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