Think Research Announces Changes to Management Team
TORONTO, ON, October 1, 2021 – Think Research Corporation (TSXV:THNK) (“Think” or the “Company”), a company focused on transforming healthcare through digital health software solutions, today announced changes to its management team to support the Company’s strategic plans for continued growth. As part of these changes, the Company concluded a strategic review and has streamlined management layers reducing five management positions. Material cost reductions have been achieved as a result. As part of the review, Think has also filled two key management vacancies to support continued growth.
Think welcomes Elliot Pobjoy as its Senior Vice President of Clinical Content, leading the Company’s healthcare education and clinical support tools division. Mr. Pobjoy has extensive experience in the public health sector and was an executive advisor to Ontario’s health minister. He joins Think from War Child Canada where he was the organization’s Chief Strategy Officer and General Counsel, helping lead global operations to protect the rights of children, women and families affected by war.
The Company also welcomes Patrick Craib as Vice President of Integrations. Mr. Craib’s more than 10 years of experience executing large-scale business transformations to improve operating efficiency will support Think’s growth strategy. He joins Think from clinical research software company Sciteline where he acted as Chief Operating Officer and previously held progressively senior roles at Scotiabank and Deloitte.
Riyaz Lalani, the Company’s Chief Operating Officer, will leave Think and transition his duties effective September 30, 2021. The Company thanks Mr. Lalani for his leadership throughout his tenure and wishes him well on his future endeavors.
Think CEO Sachin Aggarwal said, “We are excited to welcome both Mr. Pobjoy and Mr. Craib to the Think team. Their varied experiences and leadership skills will further position the Company for strategic growth both domestically and abroad and help expand the scope of Think’s reach. We continue to make progress on our cost transformation initiatives which includes continuously assessing and right sizing our management team.”
The Company also announced today that it has completed the shares for debt settlement previously announced on September 15, 2021 (the “Debt Settlement”), after being granted approval by the TSX Venture Exchange.
Pursuant to the terms of the Debt Settlement, the Company has issued 56,364 common shares in the capital of the Company (each a “Common Share”) to an arm’s-length creditor of the Company at a deemed price of $2.20 per Common Share, in satisfaction of debt owing to such creditor in the amount of $124,000. The Common Shares issued pursuant to the Debt Settlement are subject to a statutory resale restriction of four months and one day, which will expire on January 31, 2022, in accordance with applicable securities laws.
The Company also announced that, further to the shares for services arrangements previously announced on September 21, 2021, the Company has received conditional acceptance of the TSX Venture Exchange for the issuance of (a) 160,000 Common Shares to Renzo DiCarlo (“DiCarlo“), President, Clinical Research of Bio Pharma Services Inc. (“BioPharma“) and (b) an aggregate of 200,000 Common Shares to four other key employees and contractors of BioPharma (collectively, the “Key Personnel“), in each case as partial compensation for Mr. DiCarlo and the Key Personnel’s services. The reduction in the aggregate number of Common Shares issuable to the Key Personnel, from 240,000 Common Shares as disclosed on September 21, 2021, to the aggregate of 200,000 Common Shares conditionally accepted for issuance, is attributable to a reduction in the number of employees hired by BioPharma.
As previously disclosed, the Common Shares awarded to Mr. DiCarlo and the Key Personnel will vest and become earned in four equal instalments on each of October 1, 2022, October 1, 2023, October 1, 2024, and October 1, 2025 (each, an “Earned Date“). An aggregate of 90,000 Common Shares will vest and become earned by such parties on each Earned Date, provided that such parties continue to be actively employed or retained by BioPharma at the close of business on the applicable Earned Date. Any Common Shares which vest and become earned by Mr. DiCarlo or the Key Personnel will be subject to a seasoning period pursuant to applicable securities laws.
About Think Research Corporation
Think Research Corporation is an industry leader in delivering knowledge-based digital health software solutions. The Company’s focused mission is to organize the world’s health knowledge so everyone gets the best care. Its evidence-based healthcare technology solutions support the clinical decision-making process, standardize care, and improve patient outcomes. For over a decade, Think’s cloud-based, EMR-agnostic digital tools have empowered clinicians around the world and positively impacted millions of patients across the continuum of care – including primary physician care, acute care hospitals and surgical suites as well as community and seniors care. Think is proud to serve as a trusted health system partner to a rapidly growing, global client base that spans five continents and more than 2,800 healthcare facilities.
Caution Regarding Forward Looking Information
Certain statements in this news release, other than statements of historical fact, contain “forward-looking information” within the meaning of Canadian securities laws and are based on certain assumptions and reflect the Company’s current expectations with respect to such matters. Forward-looking statements are provided for the purposes of assisting the reader in understanding the Company and its business, operations, prospects and risks at a point in time in the context of historical and possible future developments and the reader is cautioned that such statements may not be appropriate for other purposes. Statements containing forward-looking information are not historical facts, but instead represent management expectations, estimates and projections regarding future events or circumstances. Such forward-looking information is necessarily based on a number of opinions, estimates and assumptions, including but not limited to those assumptions described under the heading “Caution Regarding Forward Looking Information” in the Company’s Management’s Discussion & Analysis for the three and six months ended June 30, 2021. These statements may include, without limitation, statements regarding the operations, business, performance, prospects, opportunities, priorities, ongoing objectives, strategies, competitive strengths and outlook of the Company, and include statements concerning the Company’s plans for growth. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, or include words such as “expects”, “anticipates”, “plans”, “believes”, “estimates”, “seeks”, “intends”, “targets”, “projects”, “forecasts”, “committed” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may”, “will”, “should”, “would” and “could”.
By its nature, this information is subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. A variety of factors, many of which are beyond the Company’s control, affect the operations, performance and results of the Company, and could cause actual results to differ materially from current expectations of estimated or anticipated events or results. These factors include, but are not limited to: the impact or unanticipated impact of general economic, political and market factors in North America and internationally, fluctuations in interest rates, inflation and foreign exchange rates, monetary policies, business investment and the health of local and global equity and capital markets, changes in technology, management of market liquidity and funding risks, risks associated with financial instruments, changes in accounting policies and methods used to report financial condition (including uncertainties associated with significant judgments, estimates and assumptions), reliance on third party services, the effect of applying future accounting changes, privacy and confidentiality risks, product and service defects, medical liability claims, business competition, operational and reputational risks, technological changes, cybersecurity risks, changes in government regulation and legislation, changes in tax laws, unexpected judicial or regulatory proceedings, catastrophic events, man-made disasters, terrorist attacks, wars and other conflicts, or an outbreak of a public health pandemic or other public health crises (such as COVID-19), the Company’s ability to complete strategic transactions, integrate acquisitions and implement other growth strategies, and the Company’s success in anticipating and managing the foregoing factors.
The reader is cautioned to consider these and other factors, uncertainties and potential events carefully and not to put undue reliance on forward-looking statements. Information contained in forward-looking statements is based upon certain material assumptions that were applied in drawing a conclusion or making a forecast or projection, including management’s perceptions of historical trends, current conditions and expected future developments, as well as other considerations that are believed to be appropriate in the circumstances and that the list of factors in the previous paragraph, collectively, are not expected to have a material impact on the Company. While the Company considers these assumptions to be reasonable based on information currently available to management, they may prove to be incorrect.
Other than as specifically required by applicable Canadian law, the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events, whether as a result of new information, future events or results, or otherwise.
Additional information about the risks and uncertainties of the Company’s business and material factors or assumptions on which information contained in forward‐looking statements is based is provided in its disclosure materials, including the Company’s most recently filed annual information form and any subsequently-filed interim MD&A, which are available under our profile on SEDAR at www.sedar.com.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.