On May 15, 2024, CPS Capital, through an affiliate, acquired all outstanding common shares of CloudMD Software & Services Inc. (TSXV: DOC, Frankfurt: 6PH) for C$0.04 per share. The transaction followed a strategic review by CloudMD's Special Committee, initiated in July 2023 with INFOR Financial Inc., to address liquidity issues stemming from multiple acquisitions over the past four years.

CloudMD's management achieved significant cost reductions, totaling over C$20 million, but faced ongoing liquidity challenges impacting its ability to remain a going concern. The transaction provided necessary capital to support CloudMD's business operations and future growth initiatives.

The transaction was completed via a court-approved plan of arrangement under the Business Corporations Act (British Columbia). It required approval from at least 66?% of shareholder votes and 50% of disinterested shareholders, along with regulatory, court, and stock exchange approvals.

To support CloudMD's liquidity needs before closing, CPS Capital provided a $1 million secured bridge loan, and an additional $2 million line of credit was extended by CloudMD's secured lender, including forbearance of existing credit facilities.

The CloudMD Board of Directors unanimously approved the transaction, following a recommendation from a special committee of independent directors. INFOR Financial advised CloudMD, and Cassels Brock & Blackwell LLP provided legal counsel. Owens Wright LLP acted as legal counsel for CPS Capital.

Following the transaction, CloudMD's shares will be delisted from the TSX Venture Exchange, and the company will apply to cease being a reporting issuer in Canada.