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Amazon and One Medical Sign Agreement for Amazon to Acquire One Medical | Amazon.com, Inc.

One medical is a human-centered, technology-based primary care practice in the United States an organization with a mission to make quality healthcare more affordable, accessible and enjoyable through a seamless combination of in-person, digital and virtual care services

One medical combines in-person care in attractive offices across the country with digital health and virtual care services, making it easier for patients to schedule appointments, renew prescriptions, access up-to-date health records and improve health outcomes

SEATTLE & SAN FRANCISCO–( BUSINESS WIRE )–Jul. 21, 2022– Amazon (NASDAQ:AMZN) and One Medical (NASDAQ:ONEM) today announced that they have entered into a definitive merger agreement under which Amazon will acquire One Medical. One Medical is a people-centric, technology-driven national primary care organization with a mission to make quality care more affordable, accessible and enjoyable through a seamless combination of in-person, digital and virtual care services that are convenient for people work, shop and live.

“We think healthcare is high on the list of experiences that need reinvention. Making an appointment, waiting weeks or even months to be seen, taking time off work, driving to the clinic, finding a parking space, waiting in the waiting room and then in the examination room for what is all too often a rush of a few minutes with a doctor, then another trip to the pharmacy – we see many opportunities for both to improve the quality of experience and give people back valuable time in their days,” said Neil Lindsay, senior vice president of Amazon Health Services. “We love to invent to make what should be easy, easier, and we want to be one of the companies that help dramatically improve the healthcare experience over the next few years.” Together with One Medical’s human-centered and technology-driven approach to healthcare, we believe we can and will help more people get better care, when and how they need it. We look forward to fulfilling this long-term mission.”

“The opportunity to transform healthcare and improve outcomes by combining One Medical’s human-centric and technology-driven model and exceptional team with Amazon’s customer obsession, history of invention and willingness to invest for the long term is so exciting,” said Amir Dan Rubin, CEO of One Medical. “There is a tremendous opportunity to make the healthcare experience more affordable, accessible and even enjoyable for patients, providers and payers. We look forward to working together to innovate and expand access to quality healthcare.”

Amazon will acquire One Medical for $18 per share in an all-cash transaction valued at approximately $3.9 billion, including One Medical’s net debt. Completion of the transaction is subject to customary closing conditions, including approval by One Medical stockholders and regulatory approval. Upon closing, Amir Dan Rubin will remain CEO of One Medical.

About Amazon

Amazon is guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. Amazon strives to be the most customer-centric company on Earth, the best employer on Earth, and the safest place to work on Earth. Customer Reviews, 1-Click Shopping, Personalized Recommendations, Prime, Fulfilled by Amazon, AWS, Kindle Direct Publishing, Kindle, Career Choice, Fire Tablets, Fire TV, Amazon Echo, Alexa, Just Walk Out Technology, Amazon Studios and The Climate Pledge are some of the things introduced by Amazon. For more information, visit amazon.com/about and follow @AmazonNews.

About One Medical

One Medical is an American national, human-centric, technology-driven primary care organization with seamless digital health and attractive office care, convenient to where people work, shop, live and click. One Medical’s vision is to delight millions of members with better health and better care, while reducing costs, in a better team environment. One Medical’s mission is to transform healthcare for all through a human-centered, technology-driven model. Headquartered in San Francisco, 1Life Healthcare, Inc. is an administrative and management services company for One Medical’s affiliated physician-owned professional corporations that provide in-office and virtual medical services. 1Life and One Medical companies operate under the One Medical brand.

Cautionary Statement Regarding Amazon’s Forward-Looking Statements

Amazon’s statements related to the proposed acquisition of One Medical contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the expected benefits of the acquisition. Actual results may differ materially from those anticipated or projected in forward-looking statements. Factors that could cause actual results to differ materially include the following: the conditions to completion of the transaction may not be satisfied, or the regulatory approvals necessary for the transaction may not be obtained on the anticipated terms, on the anticipated schedule, or at all ; completion of the transaction may not occur or may be delayed as a result of litigation related to the transaction or otherwise; Amazon may not be able to achieve the expected benefits of the transaction; revenues after the transaction may be lower than expected; the duration and scope of the COVID-19 pandemic, including any recurrence, may affect the results of operations; operating costs, loss of customers and business disruptions (including, without limitation, difficulties in maintaining relationships with employees, partners and commercial counterparties) may be greater than expected; Amazon may assume unexpected risks and liabilities; completing the transaction may distract Amazon management from other important matters; and the other factors discussed in “Risk Factors” in Amazon’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021 and in Amazon’s other filings with the SEC, which are available at no obligation to update of the information in this press release, unless otherwise required by law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.

Cautionary Statements Regarding a Forward-Looking Medical Statement

This press release contains forward-looking statements, which include, but are not limited to, statements regarding the expected timing, completion and effects of the proposed acquisition. These forward-looking statements are subject to the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. One Medical’s expectations and beliefs regarding these matters may not be realized. Actual results and outcomes may differ materially from those anticipated in these forward-looking statements as a result of uncertainties, risks and changes in circumstances, including but not limited to risks and uncertainties related to: the ability of the parties to complete the proposed acquisition on time or at all; the satisfaction (or waiver) of the final conditions to the consummation of the proposed acquisition, including with respect to One Medical stockholder approval; potential delays in consummating the proposed acquisition; One Medical’s ability to timely and successfully achieve the anticipated benefits of the proposed acquisition; the impact of health outbreaks, including the COVID-19 pandemic, on the parties’ respective businesses and the actions the parties may take in response thereto; the occurrence of an event, change or other circumstance or condition that could lead to the termination of the merger agreement; the impact of natural and man-made disasters and similar events on One Medical’s business, financial condition and results of operations; the effect of the announcement or anticipation of the proposed acquisition on One Medical’s business relationships, operating results and business generally; costs related to the proposed acquisition; the outcome of any legal proceedings that may be instituted against One Medical or any of its directors or officers related to the merger agreement or the proposed acquisition; expected membership growth and revenue potential from One Medical members; One Medical’s ability to retain members; One Medical’s ability to successfully introduce and drive adoption of new products; changes in the prices that One Medical offers to its members; One Medical’s relationship with its health network partners and enterprise customers and any changes in, adjustments or termination of One Medical’s contracts with the health network partners or enterprise customers; One Medical’s ability to improve cost of care and margins, including the time and cost of opening new offices and entering new geographies; One Medical’s ability to improve its medical claims expense ratio; changes in laws or regulations; One Medical’s involvement in existing and potential litigation, including medical malpractice claims and consumer class actions; any government investigations or inquiries, including those related to the administration of a COVID-19 vaccine or challenges to One Medical’s relationship with One Medical Computers under the Administrative Services Agreements; One Medical Strategic Plan; the impact of new laws and regulations on One Medical’s industry, including Medicare, general economic and market conditions; One Medical’s financial outlook; One Medical’s focus areas for investment and One Medical’s investments; communications from One Medical,” One Medical’s health network partners or One Medical’s business competitors or…