Semler Scientific Acquisition Finalized, Shareholders Transition to Strive

The corporate acquisition of Semler Scientific by Strive has been completed, marking the end of Semler's independent public listing. The deal, which converted Semler into a wholly-owned subsidiary, resulted in its delisting from the Nasdaq exchange. Former shareholders of Semler Scientific received 21.05 shares of Strive Class A common stock for each share of Semler they previously held.

Key dates for the transaction are as follows: the deal officially closed on January 16. Subsequently, the delisting from the Nasdaq took effect before market open on January 19. The exchange ratio for shareholders was fixed at 21.05 Strive Class A shares per Semler share. In a significant update to its balance sheet, Strive reported holding approximately 12,797.9 Bitcoin following the acquisition's completion.

Leadership and Corporate Changes

This merger followed a special meeting of Semler shareholders on January 13, where the transaction received the necessary approval. With the closing, Semler's board of directors and executive officers, including Dr. Douglas Murphy-Chutorian, resigned from their positions. Matthew Cole and Brian Logan Beirne have assumed new leadership roles within the combined entity.

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Strategic Direction and Financial Integration

Strive, a company known for its Bitcoin treasury strategy, has substantially increased its digital asset holdings through this acquisition. The integration brings Semler's operational business in early disease detection under Strive's broader corporate umbrella. Strive has announced plans to strategically monetize this operational division and has appointed Avik Roy as Chief Strategy Officer to lead these efforts. Furthermore, in a subsequent offering announced on January 21, Strive outlined measures to address the treatment of the "Semler Convertible Notes."

Implications for Former Shareholders

Investors who once held Semler equity are now direct stakeholders in Strive, tying their investment performance to Strive's corporate strategy and its Bitcoin reserves. The future value of their shareholding will be influenced by several factors: Strive's execution of its monetization plan for Semler's business segment, the outcome of the follow-on offering, and overall market movements in the Bitcoin space. Semler Scientific no longer exists as a standalone publicly-traded company; all future market data and analyst coverage will pertain exclusively to Strive.