CLINIGENCE HOLDINGS ANNOUNCES RESULTS OF 2022 SPECIAL MEETING OF STOCKHOLDERS

Rhea-AI Summary

Clinigence Holdings (OTC:CLNH) held a Special Meeting of Stockholders on March 16, 2022, where stockholders approved eight proposals related to the merger with Nutex Health. Over 75% of the outstanding shares approved the merger. The completion of the merger is subject to conditions, including the Hart-Scott-Rodino waiting period expected to expire on March 31, 2022, and NASDAQ clearance for the uplisting of the post-acquisition company's stock. Clinigence's CEO expressed optimism about the merger and NASDAQ listing, indicating significant growth prospects for the company.

Positive

• Over 75% of stockholders approved the merger with Nutex Health.
• All proposals submitted were voted on by over 70% of the outstanding shares.
• The merger is expected to facilitate an uplisting on NASDAQ.

Negative

• Completion of the merger is contingent on regulatory approvals, which may cause delays.
• Risks associated with the merger include potential management distraction and significant transaction costs.

FORT. LAUDERDALE, Fla., March 16, 2022  /PRNewswire/ -- Clinigence Holdings, Inc. ("Clinigence" or the "Company") (OTC:CLNH), a leading technology-enabled, risk-bearing population health management company, today announced results of votes taken at its Special Meeting of Stockholders held today. At the Special Meeting, the stockholders approved eight proposals related to the Company's contemplated merger (the "Merger") with Nutex Health Holdco, LLC ("Nutex") pursuant to the Agreement and Plan of Merger dated as of November 23, 2021 (the "Merger Agreement") among the Company, Nutex, Nutex Acquisition LLC, Micro Hospital Holding LLC, Nutex Health LLC and Tom Vo, as the Nutex Representative.

At the Special Meeting, each of the proposals submitted for stockholder approval were voted on by over 70% of the issued and outstanding shares of the Company's capital stock (over 90% of the votes cast by the holders of shares of the Company's capital stock). In particular, the Merger and the other transactions contemplated by the Merger Agreement were approved by over 75% of the issued and outstanding shares of the Company's capital stock (99 % of the votes cast by the holders of shares of the Company's capital stock).

Completion of the Merger remains subject to certain  closing conditions, including (i) observance of the applicable Hart-Scott-Rodino waiting period, which is expected to  expire on March 31, 2022, and (ii) NASDAQ clearance with respect to the uplisting of the post-acquisition company's common stock on Nasdaq. Assuming satisfaction of these and other closing conditions, the Company intends to close the Merger with Nutex Health on or around April 1, 2022.

"We are pleased by the results of our  Special Meeting of Stockholders, and would like to thank all of our stockholders," stated Warren Hosseinion, M.D., Chairman, Chief Executive Officer and Co-Founder of Clinigence Holdings. "We are very excited about our anticipated merger with Nutex Health and listing on NASDAQ."

About Clinigence Holdings, Inc.

Clinigence Holdings is a leading technology-enabled, risk-bearing population health management company providing an advanced, cloud-based platform that enables healthcare organizations to provide value-based care and population health management. The Clinigence platform aggregates clinical and claims data across multiple settings, information systems and sources to create a holistic view of each patient and provider and insights into patient populations. The Company also owns and operates a provider network of 141 primary care physicians and over 600 specialists in Los Angeles, California with 22,000 patients and has an investment in an accountable healthcare organization in South Florida with 15,600 Medicare patients through a network of 65 providers. For more information, please visit www.clinigencehealth.com.  Information on our website does not comprise a part of this press release.

Safe Harbor:

Certain statements and information included in this press release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. When used in this press release, the words or phrases "will likely result," "expected to," "will continue," "anticipated," "estimate," "projected," "intend," "goal," or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks, known and unknown, and uncertainties, many of which are beyond the control of the Company.  Such uncertainties and risks  include  the expected timing and likelihood of completion of the pending merger, the occurrence of any event, change or circumstance  that could give rise to termination of the merger agreement, the risk that the parties to the merger agreement may not be able to satisfy the conditions to closing of the proposed merger transaction in a timely manner or at all, risks related to divergence  of management time and attention from ongoing operations due to the pending merger  transaction, the ability to realize the anticipated benefits of the pending merger  transaction, significant transaction costs and unknown liabilities and  litigation and  regulatory  risks related to the pending merger  transaction.   In addition, forward-looking statements are subject to additional  uncertainties and risks facing the Company,  including, but not limited to, economic conditions, dependence on management, dilution to stockholders, lack of capital, changes in laws or regulations, the effects of rapid growth upon the Company and the ability of management to effectively respond to the growth, demand for products and services of the Company, newly developing technologies, its ability to compete, conflicts of interest in related party transactions, regulatory matters, protection of technology, lack of industry standards, the effects of competition, the inability of the Company to obtain or maintain the listing of the post-merger combined  company's common stock  on Nasdaq at the time of or following the Merger and the ability of the Company to obtain additional financing. Such factors could materially adversely affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed within this press release.

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SOURCE Clinigence Holdings

FAQ

What were the results of Clinigence Holdings' Special Meeting of Stockholders on March 16, 2022?

The stockholders approved eight proposals related to the merger with Nutex Health, with over 75% of outstanding shares voting in favor.

What is the timeline for the Clinigence and Nutex Health merger completion?

The merger is expected to close on or around April 1, 2022, subject to closing conditions including regulatory approvals.

What are the risks associated with the Clinigence and Nutex Health merger?

Risks include the potential for delays in regulatory approvals, management distraction, and significant transaction costs.

What percentage of shares voted in favor of the Clinigence merger with Nutex Health?

Over 75% of the issued and outstanding shares voted in favor of the merger.