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Semler Scientific Announces Updated BTC and ATM Activity; Purchased Additional 211 BTC; Now Holds 2,084 BTC; BTC Yield of 92.8% Santa Clara, CA

Key Takeaway: Scientific Announces Updated BTC and ATM Activity; Additional 211 BTC; Now Holds 2,084 BTC; BTC Yield of 92.8% CA - December 16, 2024 - Semler Scientific, Inc. (Nasdaq: SMLR), a pioneer in developing and marketing technology products and services to healthcare providers to com

Full Press Release Details

Scientific Announces Updated BTC and ATM Activity;
Additional 211 BTC; Now Holds 2,084 BTC; BTC Yield of 92.8%
CA - December 16, 2024 - Semler Scientific, Inc. (Nasdaq: SMLR), a pioneer
in developing and marketing technology products and services to healthcare providers to combat chronic diseases, today announced
updates regarding its bitcoin (BTC) activity and holdings, capital markets activity, and BTC Yield, a key performance indicator.
2024 and December 15, 2024, Semler Scientific acquired 211 bitcoins for $21.5 million with proceeds generated from its at-the-market
(ATM) offering and operating cash flow at an average price of $101,890 per bitcoin, inclusive of fees and expenses. As of December 15,
2024, Semler Scientific held 2,084 bitcoins, which were acquired for an aggregate $168.6 million at an average purchase price of $80,916
per bitcoin, inclusive of fees and expenses.
disclosed in Semler Scientific's registration statement on Form S-3 that became effective on August 13, 2024 (the S-3
Shelf), Semler Scientific entered into a Controlled Equity OfferingSM Sales Agreement with Cantor Fitzgerald & Co.
(Cantor), pursuant to which Semler Scientific may offer and sell from time to time its common stock in an ATM offering.
2024, Semler Scientific filed a second prospectus supplement to its S-3 Shelf to offer an additional $50.0 million of shares under its
existing ATM offering with Cantor, increasing the total amount offered under the ATM to $150.0 million. As of December 13,
2024, Semler Scientific has generated approximately $100.0 million of gross proceeds from sales under the ATM offering.
as a Key Performance Indicator (KPI)
2024 to December 15, 2024, Semler Scientific's BTC Yield was 67.0%. From July 1, 2024 (the quarter after Semler Scientific
adopted its bitcoin treasury strategy) to December 15, 2024, Semler Scientific's BTC Yield was 92.8%.
uses BTC Yield as a KPI to help assess the performance of its strategy of acquiring bitcoin in a manner Semler Scientific believes is
accretive to stockholders. Semler Scientific believes this KPI can be used to supplement an investor's understanding of Semler
Scientific's decision to fund the purchase of bitcoin by issuing additional shares of its common stock.
and Basic and Assumed Diluted Shares Outstanding
6/30/2024 9/30/2024 12/15/2024
Total Bitcoin Holdings 877 1,018 2,084
Basic Shares Outstanding ( 000) 6,987 7,120 9,267
Options Outstanding 1,098 1,013 699
Assumed Diluted Shares Outstanding (1) 8,086 8,133 9,967
BTC Yield % (10/1/24 to 12/15/24) 67.0 %
BTC Yield % (7/1/24 to 12/15/24) 92.8 %
Information about BTC Yield KPI
is a KPI that represents the percentage change period-to-period of the ratio between Semler Scientific's bitcoin holdings and its
Assumed Diluted Shares Outstanding. Assumed Diluted Shares Outstanding refers to the aggregate of Semler Scientific's actual shares
of common stock outstanding as of the end of each period plus all additional shares that would result from the assumed exercise of all
outstanding stock option awards. Assumed Diluted Shares Outstanding is not calculated using the treasury method and does not take into
account any vesting conditions or the exercise price of any stock option awards.
uses BTC Yield as a KPI to help assess the performance of its strategy of acquiring bitcoin in a manner Semler Scientific believes is
accretive to stockholders. Semler Scientific believes this KPI can be used to supplement an investor's understanding of its decision
to fund the purchase of bitcoin by issuing additional shares of its common stock. When Semler Scientific uses this KPI, management also
takes into account the various limitations of this metric.
this KPI is not, and should not be understood as, an operating performance measure or a financial or liquidity measure. In particular,
BTC Yield is not equivalent to a "yield" in the traditional financial context. It is not a measure of the return on investment
Semler Scientific's stockholders may have achieved historically or can achieve in the future by purchasing stock of Semler Scientific,
or a measure of income generated by Semler Scientific's operations or its bitcoin holdings, return on investment on its bitcoin
holdings, or any other similar financial measure of the performance of its business or assets.
price of Semler Scientific's common stock is informed by numerous factors in addition to the amount of bitcoins Semler Scientific
holds and number of actual or potential shares of its stock outstanding. As a result, the market value of Semler Scientific's shares
may trade at a discount or a premium relative to the market value of the bitcoin Semler Scientific holds. BTC Yield is not indicative
nor predictive of the trading price of Semler Scientific's shares of common stock. As noted above, this KPI is narrow in its purpose
and is used by management to assist in assessing whether Semler Scientific is using equity capital in a manner accretive to stockholders
solely as it pertains to its bitcoin holdings.
this KPI, Semler Scientific does not take into account the source of capital used for the acquisition of its bitcoin. Semler Scientific
notes in particular, it has acquired bitcoin using cash flow from operations, as well as proceeds from the sale of shares in the ATM
offering. Accordingly, this metric might overstate or understate the accretive nature of Semler Scientific's use of equity capital
to buy bitcoin because not all bitcoin may be acquired using proceeds of equity offerings and not all issuances of equity may involve
the acquisition of bitcoin.
ability to achieve positive BTC Yield may depend on a variety of factors, including its ability to generate cash from operations in excess
of its fixed charges and other expenses, as well as factors outside of its control, such as the availability of debt and equity financing
on favorable terms. Past performance is not indicative of future results.
has historically not paid dividends on its shares of common stock, and by presenting this KPI, Semler Scientific makes no suggestion
that it intends to do so in the future. Ownership of common stock does not represent an ownership interest in the bitcoin Semler Scientific
should rely on the financial statements and other disclosures contained in Semler Scientific's SEC filings. This KPI is merely
a supplement, not a substitute. It should be used only by sophisticated investors who understand its limited purpose and many limitations.
release contains "forward-looking" statements. Such statements can be identified by, among other things, the use of forward-looking
language such as the words "believe," "goal," "may," "will," "intend," "expect,"
"anticipate," "estimate," "project," "would," "could" or words with similar meaning
or the negatives of these terms or by the discussion of strategy or intentions. The forward-looking statements in this release include
statements regarding acquiring and holding bitcoin; its BTC yield; and other express or implied statements regarding the ATM offering
and its healthcare business. Such forward-looking statements are subject to a number of risks and uncertainties that could cause Semler
Scientific's actual results to differ materially from those discussed here, such as risks investing in bitcoin, including bitcoin's volatility;
risk of implementing a bitcoin treasury strategy; along with those other risks related to its healthcare business and the risk factors
detailed in Semler Scientific's filings with the Securities and Exchange Commission. These forward-looking statements involve assumptions,
estimates, and uncertainties that reflect current internal projections, expectations or beliefs. There can be no assurance that such
statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements.
All forward-looking statements contained in this press release are qualified in their entirety by these cautionary statements and the
risk factors described above. Furthermore, all such statements are made as of the date of this press release and Semler Scientific assumes
no obligation to update or revise these statements unless otherwise required by law.
release does not and shall not constitute an offer to sell or a solicitation of an offer to buy any securities of Semler Scientific, Inc.,
nor shall there be any offer, solicitation or sale of such securities, in any state or jurisdiction in which such an offer, solicitation
or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
of common stock offered in the ATM offering will be sold pursuant to Semler Scientific's S-3 Shelf (Registration No. 333-280013),
the related prospectus, which was declared effective by the Securities and Exchange Commission (the SEC) on August 13, 2024, as
supplemented by the prospectus supplement filed on December 16, 2024. Copies of the prospectus supplement and accompanying prospectus
relating to the ATM offering may be obtained by visiting EDGAR on the SEC's website at www.sec.gov. or may be obtained from Cantor
Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, New York, New York 10022, or by email at prospectus@cantor.com.
Semler Scientific, Inc.
is a pioneer in developing and marketing technology products and services to healthcare providers
to combat chronic diseases. Its flagship product, QuantaFlo , which is patented and cleared by the U.S. Food and Drug Administration
(FDA), is a rapid point-of-care test that measures arterial blood flow in the extremities. The QuantaFlo test aids in the diagnosis of
cardiovascular diseases, such as peripheral arterial disease (PAD), and Semler Scientific is seeking a new 510(k) clearance for
expanded indications. QuantaFlo is used by healthcare providers to evaluate their patient's risk of mortality and major adverse
cardiovascular events (MACE). Semler Scientific also invests in bitcoin and has adopted Bitcoin as its primary treasury asset.
Semler Scientific, Inc.
Last updated: Dec 16, 2024