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This website is for informational and education purposes only. Health Professionals Alliance Inc. (“HPA”) is in the process of negotiating a proposed merger with a publicly traded corporation. That proposed transaction is proceeding on the basis of a non-binding letter of intent. Although there can be no guaranties, HPA believes that the proposed merger is progressing at this time. The non-binding letter of intent is with a NASDAQ Capital Markets publicly listed smaller reporting company (“PTC”) and expresses the intent of HPA to merge into PTC in a tax-free share exchange. The anticipated result of the proposed merger is that each share of HPA common stock will be exchanged for one share of PTC common stock (the “Merger Transaction”). The Merger Transaction definitive agreement is anticipated to be executed by the parties and announced in 2021 and to close by late summer 2021. CLICK to Continue Reading.

About Health Professionals Alliance

HPA is a national healthcare services and specialty finance company formed to aggregate physician, dental, optometry, and other professional healthcare practices (each called a “Practice”) as members and to provide a broad array of business management and financial services to the Practices in its membership group. HPA offers ownership to the Practices through the purchase of its common stock, which HPA finances on a promissory note. The interest income on the notes, and the membership and service fees, generate cash flow to HPA. The vision of HPA is to disrupt the medical industry by growing the number of HPA Practice Members into a national alliance of Practices, and use the power of the alliance to:

Offer a broad array of business management services to HPA Practice Members at discounted pricing. HPA can either negotiate discounts from third-party providers, or it can acquire or build business management services. HPA Practice Members benefit in two ways, (1) through direct savings for the Practice, and (2) through ownership in HPA – the profits to HPA of these services may increase HPA’s earnings.
Negotiate on behalf of HPA Practice Members for higher payout rates from payors.
Lobby federal, state, and local government for laws that would be favorable for HPA Practice Members.
Build an internal or affiliated insurance group to combat unfavorable medical, dental and vision insurance practices, and to offer HPA Practice Members a broad array of insurance products. Ultimately, HPA intends to offer patients a combination Concierge/Supplemental Health Insurance Plan so that patients can save money and have improved access to doctors and other professionals.
Build an internal or affiliated hospital group to combat unfavorable hospital practices. Ultimately, HPA intends to build a cloud-based software system to track hospital surgery and recovery rooms so patients can seek and select hospitals based on cost and service, using HPA Practice Members for the procedures.
Build an internal or affiliated lending group so HPA Practice Members can borrow money to expand, improve, and acquire other practices.
HPA Practice Members receive a DataDx® subscription, a Practice financial and data management, cloud-based and mobile enabled, software service. We believe that, as HPA grows its alliance, the value of this data to the Company, HPA Practice Members and third parties will increase.

HPA believes that patients are best served by having a direct relationship with their doctor, and that when patient care is in the hand of their doctor it results in better care and better value.

This presentation contains forward-looking statements and statements based upon projections. Such statements include statements regarding the Company’s expectations, hopes, beliefs or intentions regarding the future, including but not limited to statements regarding HPA’s market, strategy, competition, development plans (including acquisitions and expansion), plans for achieving future liquidity for its securities, financing, revenues, operations, and compliance with applicable laws. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement. Many factors could cause actual results to differ materially from such forward-looking statements. All forward-looking statements in this presentation are made as of the date hereof, based on information available to us as of the date hereof, and HPA assumes no obligation to update or revise any forward-looking statement, and you should not place undue reliance on these forward-looking statements. New factors emerge from time to time, and it is not possible for HPA to predict all of such factors. Although HPA believes that its plans, intentions and expectations reflected in or suggested by the forward-looking statements made in this presentation are reasonable, HPA can give no assurance that these plans, intentions or expectations will be achieved. Further, HPA cannot assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statements.

This presentation generally describes a potential merger opportunity that HPA is currently exploring. Mergers involving public companies are expensive, time consuming, heavily regulated, involve many moving parts and require approvals of boards of directors, shareholders, regulators, and markets. In many cases, proposed mergers never reach fruition for any number of reasons. As a result, no person reading this letter should assume that the merger generally discussed above will successfully occur. HPA realizes this and is planning for other opportunities and eventualities with flexibility. No reader should place undue reliance on the general merger discussion above. It is simply provided as an example of what HPA is exploring.

Publicly Traded Securities; Markets; Liquidity; Mergers; Projections and other Factors

As you read this presentation, it is critical that you understand many risk factors. The potential results of the HPA model depend upon numerous factors that are speculative and dependent upon future events that are unpredictable. Among many other factors, the model’s success is dependent upon the shares acquired by the entities becoming freely tradeable in a public market or trading platform that provides sufficient liquidity and adequately reflects appreciating value over time.

HPA’s shares are restricted and not publicly traded at the time that you are reading this presentation. There are several methods of achieving an active public market for stocks. These methods are expensive, heavily regulated, and include filing certain registrations, finding underwriters and market makers, or merging with a company that is already public. All methods of achieving an active public market for stocks are subject to factors that are time-consuming and beyond the full control of HPA (or any other company seeking the same goal). For example, the markets are subject to fluctuations that are unpredictable and dependent on economic conditions over which no company has control. Not all markets are equal, some large markets (like the NYSE) are relatively stable and generally provide excellent liquidity. It is unlikely that HPA shares will ever be traded on the NYSE. Other markets or electronic trading platforms (like NASDAQ and its various platforms) generally provide less stability and less liquidity. HPA intends to seek to have its securities traded on the best market that it can qualify for but there can be no assurance at this time that those securities will become eligible for any particular market. Even if securities are traded on a particular market, the volume and prices at which the securities are traded are subject to many factors including market perceptions, real or perceived performance of the company, and many other similar factors. The relative strength of market makers, institutional buyers, and others who follow a company’s shares in the market are also important. There are many important factors in volume, liquidity, and pricing such as float, regulatory compliance, micro and macro market performance, company economic results and performance, company management, world events, etc., that are beyond the scope of this presentation. Even if a market for the shares is achieved, there can be no assurance that it will be sufficiently robust to meet the doctor’s needs or desires. Prices may not adequately reflect value, there may be volume or other restrictions on transfer of shares, the shares may be thinly traded, trading may be suspended or curtailed or other problems may arise. In a nutshell, creating a robust, active public market in a company’s shares is not easy.

This presentation describes a potential merger opportunity that HPA is currently exploring. Mergers involving public companies are expensive, time consuming, heavily regulated, involve many moving parts and require approvals of boards of directors, shareholders, regulators, and markets. In many cases, proposed mergers never reach fruition for any number of reasons. As a result, no person reading this presentation should assume that the merger generally discussed above will successfully occur. HPA realizes this and is planning for other opportunities and eventualities with flexibility. No reader should place undue reliance on the general merger discussion above. It is simply provided as an example of what HPA is exploring.

HPA’s confidential Private Placement Memorandum sets forth many of the risks inherent in “taking a company public.” Any person interested in further reviewing HPA and the HPA model should carefully review the described risk factors and be aware that other risks may exist.

Securities Disclosures:

HPA COMMON STOCK WILL ONLY BE SOLD TO ACCREDITED INVESTORS PURSUANT TO RULE 506 (c) OF REGULATION D. THIS SUMMARY DOES NOT CONSTITUTE AN OFFER TO SELL AND IS NOT A SOLICITATION OF AN OFFER TO ACQUIRE ANY SECURITY. ANY OFFER MAY ONLY BE MADE TO ACCREDITED INVESTORS PURSUANT TO THE AUTHORIZED PRIVATE PLACEMENT MEMORANDUM.

The securities offered through the Private Placement Memorandum will be offered pursuant to the exemption from registration under the Securities Act of 1933, as amended (“Securities Act”) pursuant to Rule 506 (c) under Regulation D promulgated by the Securities and Exchange Commission (“SEC”). All prospective investors must certify that they are accredited investors, and provide either supporting documents or third-party verification, eligible for this type of illiquid investment, and must acknowledge that they have received and read all investment materials. Health Professionals Alliance Inc. is not a registered broker-dealer, investment company, investment advisor or crowdfunding portal and does not engage in any conduct requiring such registrations. The securities offered are speculative and are NOT insured by the FDIC or by any other Federal Government Agency, are NOT Bank deposits, are NOT guaranteed by any person or entity, and MAY lose value. Neither the SEC nor any federal or state securities commission or regulatory authority has recommended or approved any investment or reviewed the accuracy or completeness of any of the information or materials presented. Neither Health Professionals Alliance Inc. nor any of its directors, officers, employees, representatives, affiliates or agents shall have any liability whatsoever arising, for any error or incompleteness of fact or opinion in, or lack of care in the preparation or publication, of the materials or communications presented or the or that the valuation of any securities offering is appropriate. Prior results are not indicative of future performance and “forward looking statements” may be used in the materials; actual results may vary materially. All investors must make their own determination of whether or not to make any investment, based on their own independent evaluation of the investment and their risk tolerance.

The HPA Private Placement Memorandum contains forward-looking statements and statements based upon projections. Such statements include statements regarding the Company’s expectations, hopes, beliefs or intentions regarding the future, including but not limited to statements regarding the Company’s market, strategy, competition, development plans (including acquisitions and expansion), plans for achieving future liquidity for its securities, financing, revenues, operations, and compliance with applicable laws. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in any such statement. Factors that could cause actual results to differ materially from such forward-looking statements include the risks described in greater detail in the Company’s Private Placement Memorandum. All forward-looking statements in this presentation are made as of the date hereof, based on information available to us as of the date hereof, and the Company assumes no obligation to update or revise any forward-looking statement, and you should not place undue reliance on these forward-looking statements. New factors emerge from time to time, and it is not possible for the Company to predict all of such factors. Although the Company believes that its plans, intentions and expectations reflected in or suggested by the forward-looking statements made in this presentation are reasonable, the Company can give no assurance that these plans, intentions or expectations will be achieved. Further, the Company cannot assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause results to differ materially from those contained in any forward-looking statements. Fluctuations in the value of healthcare industry business assets are to be expected. There can be no assurance that Health Professionals Alliance Inc. will be able to pay dividends in the future. There can be no assurance that any market for Health Professionals Alliance Inc. securities will develop in the future. Additional risks exist due to management, operations and liabilities. There is a potential for loss of part or ALL of investment capital. Any financial projections or returns shown in the materials are illustrative examples only, and there can be no assurance that any figures provided are accurate or in agreement with market or industry valuations.

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