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Mogo Announces Business Combination with Difference Capital Financial

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Mogo Finance Technology Inc. (TSX:MOGO) (NASDAQ: MOGO) (“Mogo”) is pleased to announce the signing of a definitive arrangement agreement (the “Arrangement Agreement”) to merge Mogo (the “Transaction”) by way of a plan of arrangement with Difference Capital Financial Inc. (TSX:DCF) (“Difference”). Following the combination, the resulting company (the “Combined Entity”) is expected to be named ‘Mogo Inc.’.

Under the terms of the Arrangement Agreement, each common share of Mogo (a “Mogo Share”) will be exchanged for one (the “Exchange Ratio”) Difference common share (a “Difference Share”). Upon completion of the Transaction, former Mogo shareholders will own approximately 80% of the Combined Entity on a fully diluted basis. Following completion of the Transaction, all of Mogo’s outstanding convertible securities will become exercisable or convertible, as the case may be, for shares of the Combined Entity in accordance with the Exchange Ratio.

The Transaction is subject to Mogo shareholder approval, regulatory approval and satisfaction of other customary conditions. The Transaction is expected to close in the second quarter of 2019.

Transaction Highlights

  • Following the combination, the Combined Entity is expected to be named ‘Mogo Inc.’. Mogo shareholders will own approximately 80% of the Combined Entity and Dave Feller will be Chairman and CEO and Greg Feller will be President, CFO and Director of the Combined Entity.
  • The Combined Entity will continue to execute on Mogo’s vision of building the leading fintech platform in Canada. The combination will give Mogo immediate access to approximately $9 – $10 million in cash, which reflects proceeds from Difference’s two recently announced monetizations. In addition, Mogo will have control of Difference’s portfolio of investments in some of the premier private technology companies in Canada, including Hootsuite and Vision Critical, which collectively have an estimated fair market value of approximately $24 million.
  • The Transaction has received the unanimous recommendation of both Mogo’s and Difference’s special committees and respective boards of directors, with voting and support agreements representing approximately 21.8% of outstanding Mogo Shares and approximately 49.8% of outstanding Difference Shares executed in support of the Transaction.

“This transaction enables Mogo to continue to invest in new products and innovation, building on our leadership position in the Canadian fintech space,” said David Feller, Mogo’s Founder and CEO. “We are excited by the opportunity that the Transaction presents for shareholders of Mogo and Difference and are very pleased to have the support of the Difference board. We look forward to working closely with the leadership team at Difference to complete the Transaction.”

“The merger with Difference strengthens our financial position and represents a significant opportunity to create value for shareholders of the combined entity,” added Greg Feller, Mogo’s President. “Difference has invested in many of Canada’s leading technology companies and Mogo has built a valuable distribution platform. Shareholders of both companies will benefit from improved financial flexibility as we execute on our strategy of partnering to bring best-in-class products to our more than 800,000 members.”

Transaction Summary

The proposed transaction will be completed pursuant to a plan of arrangement under the Business Corporations Act(British Columbia) and, in addition to other customary closing conditions, is subject to regulatory and court approvals. The Transaction will need to be approved by: (i) two-thirds of the votes cast by Mogo shareholders at its shareholder meeting; and (ii) if required, a simple majority of the votes cast by Mogo shareholders at its shareholder meeting, excluding the votes held by certain persons as required by Multilateral Instrument 61-101. The directors and certain shareholders of Mogo, representing approximately 21.8% of Mogo’s outstanding shares, have entered into support agreements pursuant to which they agreed to vote their Mogo Shares in favor of the Transaction.

The annual general and special meeting of Mogo is expected to be held in June 2019. An information circular detailing the terms and conditions of the Transaction will be filed with regulatory authorities and mailed to the shareholders of Mogo in accordance with applicable securities laws. The Arrangement Agreement includes customary deal-protection provisions, including non-solicitation of alternative transactions and break fees payable by Mogo and Difference, respectively, under certain circumstances.

Mogo’s Board of Directors and Special Committee have determined that the proposed transaction is in the best interest of the shareholders, having taken into account advice from their financial advisors, and have unanimously approved the Transaction. Mogo’s Board of Directors recommends that their shareholders vote in favor of the proposed transaction.

Advisors and Counsel

Mogo’s financial advisor is Raymond James Ltd. and its legal counsel in Canada is Stikeman Elliott LLP. Raymond James Ltd. provided an opinion to Mogo’s Board of Directors that, as of the date thereof and subject to the assumptions, limitations and qualifications set out therein, the transaction is fair, from a financial point of view, to the shareholders of Mogo.

 

SOURCE Mogo Finance Technology Inc

Artificial Intelligence

Experienced Industry Veteran Tony Mingo Joins O’Neil Digital Solutions

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Tony Mingo, Managing Director, Professional Services

 

O’Neil Digital Solutions (ODS), a leader in data-driven publishing and plan sponsor/participant communication services, recently announced that long-time financial technology (fintech) veteran Tony Mingo has joined the organization as its Managing Director, Professional Services in the financial vertical.

Mingo’s role is “to assist cutting-edge companies in their data-transformation strategies.”

Before joining ODS, Mingo founded vWise, Inc., a retirement plan participant digital thought-leader, in 2006, with a vision of creating interactive solutions that engage employees with their benefits. His experience as a leader in the financial services industry spans over 28 years, with additional experience in executive management leadership within the technology industry in Silicon Valley.

“With Tony’s experience and relationships in the financial industry, we are excited to have him build and lead our Professional Service in the Financial division at ODS,” said Terry Chan, President and COO of ODS.

Mingo will focus on growing the software and professional services offerings for the firm’s financial and insurance lines of business.

“It’s about delivering a proven digital transformation strategy, from traditional output to Omni-channel conversion, as well as process improvement, change management, and SAAS platforms that serve six different verticals (retirement, banking, brokerage, property/casualty, wealth management and life insurance/annuity),” Mingo said. “It has never been more imperative that organizations provide world-class customer experiences to plan participants to strengthen their reputations and brand loyalty. Meeting these expectations requires a deeper understanding of an individual customer’s needs across the entire customer journey.”

In early 2019, O’Neil launched its Plan Health Dashboard. The Plan Health Dashboard uses a client’s plan analytics to assign a plan health score based on underlying metrics such as participation rates, income replacement ratios, and asset diversification. The metrics can be weighted to define the scoring methodology.

ODS’ Omni-channel solution, called ONEsuite, provides clients with a flexible platform to create, manage and deliver highly-personalized marketing, sales and business documents in any media and format requested by an audience.

 

SOURCE O’Neil Digital Solutions

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Konnect -Volkswagen Group Innovation Hub TLV, Chose Seebo as the Winner of Its Startups Challenge

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Seebo, a pioneer in process-based Artificial Intelligence, announced today it has won the Konnect- VW Group Innovation hub TLV Startups Challenge. Seebo was chosen following a tough judging process, by a jury of experts from the Volkswagen Group leading car brands such as Volkswagen, Audi, SEAT, Skoda, Porsche, VW Commercial Vehicles and more.

The goal of the challenge was to find technologies that present clear business potential, cost reduction, and address real challenges.” Says Stephanie Vox, Managing Director, Konnect. “Seebo’s solution is market-ready and can rapidly impact production efficiency and costs. It was chosen based on the Volkswagen Group high standards and commitment to deliver to our customers top quality cars today and in the future.”

Seebo was selected out of dozens of start-ups that participated in the challenge. The prize recognizes Seebo’s ground-breaking technology and ensures a deep collaboration with the VW Group, for which a sum of up to 25K Euros is granted.

We are honored to have been chosen as winners of the Smart Startups Challenge for 2019, by the leading VW Group brands, which are known for quality and innovation.” Says Lior Akavia, Seebo co-founder and CEO. “We look forward to this collaboration and to being part of the VW Group on-going pursuit for improvement in production efficiency and excellence.

Seebo enables automotive manufacturers to reduce processes-driven quality losses and failures in production and assembly processes. Collecting and analyzing data from production lines and automated inspection systems, Seebo leverages predictive analytics and automated root-cause analysis, to ensure production efficiency is kept at its highest level.

 

SOURCE Seebo

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Innovative Healthcare Startup Kermit Leverages Mendix-built Analytics Platform to Expand Services Nationwide

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Mendix, a Siemens business and the global leader in low-code and no-code application development for the enterprise, today announced that Kermit, the first spend-management platform for hospitals in the area of implantable medical devices, is announcing plans to expand their services nationwide. Kermit’s innovative analytics platform, enabling hospitals to track and manage contracts, billings, and vendor compliance, was built with a single Mendix developer in less than a year. Today’s announcement underscores the fact that low code technology from Mendix is ripe for implementation within the healthcare industry.

As knee, hip, and cardio implants move from package to patient, the Mendix-built platform captures data and provides end-to-end visibility into a supplier category known for its notoriously opaque pricing and batch invoicing. With Kermit, the accurate cost and use of each medical device is captured on handheld devices as the medical item moves from point-of-service in the operating room, accurate patient billing and vendor invoice payment, and finally aggregated for contract negotiations by healthcare executives. The data-driven analytics platform transforms a hospital’s previously siloed, paper- and spreadsheet-based data collection system into a cost-savings tool that flags supplier trends, optimizes workflows and spending, and provides quick dashboard reporting that has been proven to save hospitals millions of dollars.

“We are thrilled to announce our plans to expand the Kermit services nationwide,” says Richard Palarea, CEO and co-founder of Kermit, whose company now manages 40% of the total implant spend transacting in Maryland. “Our goal is not only to provide better data and save money for resource-strapped hospitals. We also want to shine a light on fraud and abuse within the medical device marketing industry and align value and spend management initiatives for the people that dedicate their lives to saving others. Our customers are now seeing significant savings in their medical device spending category. We wouldn’t have been able to achieve all this had it not been for Mendix. We built our platform using Mendix, and I attribute a large portion of our success to the ease of using Mendix’s low-code platform.”

Providing transparency and control

Fraud and abuse often run rampant in the sales and marketing of drugs and medical devices and is difficult to track across the healthcare industry’s siloed or proprietary data warehouse systems. Kermit provides a transparent analytics platform for surgeons, supply chain managers, and healthcare executives that connects medical device data to robust visualization and analysis, empowering the full team to make quality decisions on behalf of the patient. For surgeons, the platform provides an easy and transparent way to review the costs of implantable medical devices while discussing options with patients. Kermit also ensures fair and accurate billing by keeping cases, contracts, and devices updated and organized for supply chain managers. Additionally, Kermit pulls in external business intelligence such as supplier spending trends, contract compliance, and FDA recalls of medical devices. Such items, flagged for healthcare executives and procurement managers, provide knowledge and insight on device-related inefficiencies, equipping hospital to better navigate the ever-changing reimbursement environment.

Saving hospitals millions

Hospitals are working under immense pressure to manage costs and increase savings, with many operating on profit margins of 3 percent or less. Kermit’s founding principle is to return the balance of power back to the hospital by exposing ways to eliminate millions of dollars per year in the category of medical device spending and improving patient care. The University of Maryland Medical System, which has used the Kermit analytics platform over the course of two years, has achieved upwards of $30 million in savings, with greater visibility to vendor activity and collaboration between supply chain and surgeons. Hospitals in the mid-Atlantic region that have adopted Kermit report saving 30% on average of their total implant spend per year.

Built in nine months

Palarea cites Mendix’s flexible approach to rapid application development as a key competitive differentiator. “Without Mendix, it would have taken us nearly twice as long to develop our product and required us to hire five to ten developers instead of one,” he says. “We would have lost the window of being first to market this innovative approach.”

Mendix’s cloud-native capability enables Kermit to bypass hospital firewalls for additional time and efficiency gains. “Hospital IT departments can be bottlenecks,” Palarea admits. “Enterprise solutions can take between one to three years to implement. However, our customers access our Mendix-built platform via web browsers and connectivity. This lets Kermit bypass IT involvement and deploy our solution in less than seven days.”

The healthcare industry’s digital transformation depends on healthy data. “To leverage the inherent promise of big data analytics in the healthcare supply chain of medical devices is only achieved with a deep understanding of what customers and end users truly need and use on a daily basis,” says Jon Scolamiero, Mendix manager, architecture and governance. “Mendix’s application development tools are designed to foster collaboration between business experts and professional developers. Working together, they can build and deploy responsive, mission-critical applications that quickly make an impact.”

Palarea agrees. “Mendix has allowed us to be extremely nimble and flexible,” he says. “We are literally innovating in the midst of our hospital customers who are unaccustomed to seeing value delivered so rapidly and well below the expected budget numbers.”

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