United States of America

26 May 2020

1Life Healthcare (One Medical) announces intended private offering of $250 million aggregate principal amount of convertible senior notes due 2025

As announced today in a press release, San Francisco based 1Life Healthcare Inc. (One Medical), an administrative and managerial services company for the affiliated One Medical physician owned professional corporations that deliver medical services in-office and virtually that does business under the “One Medical brand” proposes the private offering of $250 million of convertible senior notes due 2025. 

One Medical is a membership-based primary care platform with digital health and in-office care, with the mission to transform health care for all through a human-centered, technology-powered model.  They intend to offer, subject to market conditions and other factors, the total amount of $250 million aggregate principal amount of convertible senior notes due 2025 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Furthermore, One Medical also intends to grant the initial purchaser of the notes an option to purchase up to an additional $37.5 million principal amount of notes on the same terms and conditions.

The notes will be general unsecured obligations of One Medical and will accrue interest payable semiannually in arrears. The notes will be convertible into cash, shares of One Medical’s common stock or a combination of cash and shares of One Medical’s common stock, at One Medical’s election. The interest rate, initial conversion rate and other terms of the notes will be determined at the time of pricing of the offering.

One Medical intends to use the net proceeds from the offering for general corporate purposes, including working capital, business development, sales and marketing activities and capital expenditures. One Medical may also use a portion or all of the net proceeds from this offering for the acquisition or strategic investments in complementary businesses, services, products or technologies, although it has no current agreements or commitments for any material acquisitions or strategic investments of any businesses, services, products or technologies.

Neither the notes, nor any shares of One Medical common stock issuable upon conversion of the notes, have been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws.

One Medical states that the press release is neither an offer to sell nor a solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. Certain of the statements made in the press release are forward looking, such as those, among others, statements concerning the proposed terms of the notes, the completion, timing and size of the proposed offering and the anticipated use of the net proceeds from the offering. Actual results or developments may differ materially from those projected or implied in these forward-looking statements.

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