Heartbeats Limited

Heartbeats Limited (CloudHolter) Notes

Heartbeats Limited (CloudHolter) Notes

HBT_CN1

Lead Manager

Contact - Bryant Mclarty

0411 222 927

bmclarty@liquidity.com.au

Introduction

Heartbeats Limited (HBT), an unlisted public company and the 100% owner of CloudHolter Pty Ltd, is opening a new funding round based on Convertible Notes.

CloudHolter provides in-practice cardiac testing to Australian GPs on a 100% bulk billed basis. The business now reports an annualised revenue run rate above $17m and cash flow positive operations, and is targeting a $20m run rate in the coming months.

The Convertible Note round replaces the previous Pre-IPO share offer, which has closed. HBT believes Convertible Notes are a better fit while the timing of its ASX listing remains uncertain. The round will also help build the shareholder spread and free float needed for a future IPO.

Offer Details

Notes Available

The Convertible Note Round

This funding round is based on a share price of $1.00 per share (approximately $220m), the same basis used for the Bonus Share Issue to existing investors. HBT is commissioning an updated Independent Valuation Report to support future capital raising pricing.

The issue price, interest rate, maturity, conversion terms, raise size and timetable will be set out in the term sheet. Full terms will be published on this page when the offer documents are finalised.

The round is intended for GPs, cardiologists, partners and supporters of CloudHolter, as well as eligible wholesale investors.

Key Updates

$17m+ revenue run rate

Record daily and weekly referrals in October. Targeting $20m in the coming months.

Cash flow positive

Achieved even after the upfront costs of expanding the partner GP clinic network.

Bittium partnership

Expanded commercial arrangement with the Helsinki listed maker of CloudHolter's Holter devices.

Board strengthened

Matthew Bashford joins the Board, bringing ASX listed director and CFO experience.

Operations Update

Day-to-day operations remain on track. Record daily and weekly referral levels in October lifted the annualised revenue run rate above $17m, with a target of $20m in the coming months.

Recent growth in referral volumes has made operations cash flow positive, including the one-off upfront costs of growing the partner GP clinic network.

To scale further, CloudHolter is simplifying legacy processes and using system automation and AI to do more with less. It is also moving from contract staffing to internal roles, which is expected to improve operating leverage as revenue grows.

Partnership with Bittium

Bittium is the Finnish manufacturer of the Holter device CloudHolter uses. It is listed on the Helsinki Stock Exchange with a market capitalisation of approximately €1.2 billion (A$2 billion).

CloudHolter has worked with Bittium for many years. Bittium has agreed to CloudHolter's proposal to extend the partnership and help it scale faster. In the short term, the arrangement supports growth. In the longer term, it strengthens CloudHolter's position for any future strategic investment discussions.

Strategic Options

Reaching cash flow positive operations gives HBT more scope to consider options alongside an IPO, including private equity or strategic investment, a possible secondary sale for existing shareholders, or a trade sale. It is too early to say how or when any of these would occur.

Company Overview

HBT was incorporated in November 2025, and has subsequently acquired 100% of the issued shares in Cloudholter in preparation for an ASX listing in coming months.

CloudHolter is a fast-growing MedTech business that is leveraging its innovative, in- practice cardiac testing services to develop AI-powered software for ECG analysis to diagnose heart rhythm issues.

The business was founded in 2020 (during the Covid-19 pandemic) by Professor Rukshen Weerasooriya, a Perth based cardiologist and subspecialist cardiac electrophysiologist specialising in the treatment of heart rhythm disorders whose bio is included in the Key Management and Board section. 

CloudHolter provides Australian general practitioners (GPs) with innovative, in-practice cardiac testing services that use the latest technology to provide patients with fast, high-quality cardiac testing that is 100% bulk billed from the convenience of local GP rooms.

While CloudHolter commenced operations based on its in-practice Holter monitoring service, it has since broadened its service offering to include ECG testing and Telehealth consultations which align with the typical patient diagnostic journey. 

In addition to generating operating cash flow, CloudHolter’s cardiac testing workflows have been designed to precipitate labelled data for use in research and development activities associated with machine learning (ML) and artificial intelligence (AI) software development. 

CloudHolter is using its growing repository and stream of proprietary labelled data from its testing services to develop AI-powered software for ECG analysis to diagnose heart rhythm issues. 

Such AI diagnostic software - subject to appropriate regulatory approvals - has the potential to be faster, more accurate and more cost-effective than current manual practices and may be implemented internally by CloudHolter to improve service efficiency and profitability and could potentially be licensed globally for use in a variety of clinical/commercial applications.

CloudHolter's Solution

CloudHolter addresses the significant instance of patients presenting with palpitations in General Practice medicine in Australia, supporting GPs to diagnose heart rhythm issues efficiently and confidently via a bulk billed business model where there are no costs to either the GP practice or the patient.

There is a growing need for cardiac testing due to a number of factors including but not limited to the aging population which is driving an increased prevalence of heart rhythm issues and cardiovascular disease, improvements in diagnosis and treatment options, greater clinical emphasis on early detection and consumer adoption of wearable devices such as the Apple Watch that detect heart rhythm anomalies.

The Holter testing market in Australia represents a large and growing segment of cardiac diagnostics. Based on Medicare statistics, Holter testing in Australia has experienced a compound annual growth rate (CAGR) of over 8% over the past 20 years with 510,469 Holter tests performed through Medicare during the CY25 representing approximately $85m in rebates paid by Medicare to providers of Holter testing services. 

Since its founding approximately 5 years ago, Cloudholter has captured a significant and growing share of the Holter testing market by disrupting the traditional cardiac testing models — historically delivered through pathology labs and cardiology practices.

CloudHolter has created an “Uber Vs Taxi” style dynamic for Holter testing by using the latest technology and working with Australian general practices to empower GPs to provide cardiac testing directly within their practices.

Partner GPs benefit from a streamlined, technology-enabled cardiac testing services which are integrated directly into their practice, while patients gain access to enhanced standards of cardiac diagnosis and management that is 100% bulk billed and delivered conveniently through their trusted local GP.

While CloudHolter initially launched based on its in-practice Holter monitoring service, it has since extended its service offering to also include ECG testing and Telehealth services.

In addition to generating operating cash flow with attractive gross margins, CloudHolter’s testing workflows have been designed to precipitate labelled data for use in research and development activities associated with machine learning (ML) and artificial intelligence (AI) software development.

CloudHolter's Market Penetration

CloudHolter has achieved remarkable market penetration, gaining a network of over 2,600 clinics and over 3000 unique GP's across the country already, out of the roughly 10,000 practices in Australia.

Holter Referrals

CloudHolter referrals have grown steadily each year since 2020, reflecting consistent uptake and expanding clinical adoption.

Medicare Funded Testing

CloudHolter’s Holter monitoring is covered by a Medicare rebate at no cost to the GP clinic or patient, with demand continuing to grow due to Australia’s ageing population and the Medicare rebate being indexed annually to help keep pace with rising costs.

The Problem With The Status Quo

Timing is critical in cardiac testing

Delays in diagnosis can have serious consequences. Traditional approaches are often too slow to detect intermittent or subtle rhythm abnormalities, leaving patients at risk. Undiagnosed cardiac rhythm issues can lead to sudden loss of consciousness, which may result in accidents, permanent disability, or even death.

Traditional cardiac testing is often slow, with patients facing inconvenient travel to clinics and uncomfortable legacy Holter devices that are difficult to wear. Historically, patients have also been charged additional fees for Holter testing, creating friction and hesitancy that can delay critical diagnosis and treatment.

Board & Management

Prof Rukshen Weerasooriya

Prof Rukshen Weerasooriya

Founder and Chief Medical Officer

Prof. Weerasooriya is the founder of CloudHolter and Chairman of HBT. He is a cardiologist with sub-specialty training in all aspects of heart rhythm management and continues to practice as a cardiac electrophysiologist through his private practice.

He is a Clinical Professor of Medicine at University of Western Australia and maintains a position as visiting scientist at the LIRYC Institute of advanced cardiac arrhythmia mapping in Bordeaux (www.ihu-liryc.fr), a global leader in cardiac research and the treatment of cardiac arrhythmia.

Prof. Weerasooriya oversees the clinical operations of CloudHolter and is responsible for the ongoing development and innovation of its service delivery, including leadership of the research and development associated with CloudHolter’s AI diagnostic software development projects.

He has been involved in academic medical research in the field of heart rhythm for over 30 years, and produced over 100 academic research outputs, through which he has developed an extensive, international network among the leading scientists in the field of cardiac electrophysiology.

In addition, he is the Chair of the Cardiology Craft Group at Hollywood Private Hospital, the largest private hospital in Western Australia, and one of the largest in Australia, and a member of the medical advisory committee of the patient support charity Hearts4Heart. He also served as the Western Australian Chairman of the Cardiac Society of Australia and New Zealand from 2011 – 2025. 

Mr Ruwan Weerasooriya

Mr Ruwan Weerasooriya

Chief Executive Officer

Mr Weerasooriya has played a central role in establishing and successfully scaling the CloudHolter’s operations.   With over 30 years of experience at the forefront of digital disruption, Mr Weerasooriya has founded, built, and led a number of technology and media businesses, delivering multiple successful outcomes including trade sales to ASX-listed industry leaders.

Mr Weerasooriya is the Chairman of Rewardle Holdings Limited (RXH), a software business that he founded and listed on the ASX in 2014 that now operates as an unlisted public company undertaking the development, operation and commercialisation of its proprietary Business to Business to Consumer (B2B2C) software platform (RXH Platform).

In his role with CloudHolter, Mr Weerasooriya draws on his entrepreneurial experience and proven track record in establishing and scaling businesses to drive the growth and development of CloudHolter’s day to day operations and the execution of its long- term strategic vision to become a global leader in AI diagnostic software.

Ms Claire Newstead-Sinclair

Ms Claire Newstead-Sinclair

Chief Financial Officer and Company Secretary

Ms Newstead-Sinclair is a Chartered Accountant with over 20 years of experience in finance and governance roles. She has extensive ASX experience and has provided company secretarial and corporate advisory services to boards and various committees across several industry sectors. 

She previously worked with Vistra Australia, a professional advisory and corporate services firm, where she provided company secretarial and CFO services to listed and unlisted companies, including roles with Paragon Care (ASX:PGC), Invion Limited (ASX:IVX), Mithril Resources Limited (ASX:MTH) and FAR Limited (ASX:FAR).

Ms Newstead-Sinclair holds a Bachelor of Business (Accounting) from Monash University. She has been a Chartered Accountant since 2005 and an Affiliated Member of the Governance Institute of Australia since 2012. 

Mr David Niall

Mr David Niall

Non-Executive Chairman

Mr Niall is Non-Executive Chairman of HBT. He is an experienced executive and company director with more than 30 years of expertise in strategy, growth, and value creation.

His career spans senior leadership roles across management consulting, telecommunications, technology and childcare, where he has successfully developed and executed complex strategic programs.

Mr Niall brings HBT a strong background in risk management, governance, and people and culture, combined with a proven track record in building and leading high-performing teams. He has extensive experience working with high-growth and early-stage companies, particularly in developing and launching innovative products into competitive markets.

He has many years of ASX board experience through his previous roles as a Non-Executive Director and Chairman and of Mayfield Childcare Limited (ASX:MFD and his time as an Executive and Non-Executive Director of Rewardle Holdings Limited which was ASX listed from 2014 to 2025.

Mr Trent Goodrick

Mr Trent Goodrick

Non-Executive Director

Mr Goodrick is a Non-Executive Director of HBT. He was the first external investor in CloudHolter, supporting its vision to become a leading, global digital health Company.

He has developed an understanding of equity capital markets over 20 years of personally investing in ASX small cap companies, developing knowledge and insights across a broad range of industry sectors, including MedTech opportunities.

Mr Goodrick was a top 10 shareholder of ASX listed ResApp Health Limited (ASX: RAP), an Australian digital health company that developed smartphone-based diagnostic tools for respiratory diseases using machine learning and audio analysis of cough and breathing sounds. ResApp was spun out of the University of Queensland, listing on the ASX in 2015 and acquired by Pfizer for ~$180m in 2022.

His experience in the ResApp journey of commercialising innovative digital healthcare IP, navigating development, commercialisation and corporate exit will provide valuable insight and input to CloudHolter's successful execution of its strategic initiatives.

Mr Goodrick brings extensive governance, risk management and policy development experience to his role as an HBT Non- Executive Independent Director from his professional background in the elite private education sector.

Mr Matthew Bashford

Mr Matthew Bashford

Director

Mr Bashford is a Chartered Accountant with more than 25 years of experience. As a Director of his private accounting practice, BBS Private, he provides accounting, taxation, corporate finance, business structuring and advisory services to a diverse range of clients.

He was closely involved in the ASX listing of Far Northern Resources (FNR) in April 2024, where he continues to serve as a Director and CFO. His ASX listed experience and commercial networks will support HBT's listing preparation and capital raising.

Disclaimer

This site does not constitute an offer, recommendation, or invitation to any person, nor does it purport to provide all of the information an interested party may require in order to investigate the affairs of CloudHolter Pty Ltd. This site is provided for information only and has not been prepared with the intention that the recipient should rely on it. Liquidity Technology Pty Ltd ("Liquidity") does not make any representation in relation to the contents of this site or give any assurances as to the accuracy or the degree of care or diligence used in preparing this document. The information, data, and advice herein is provided to recipients on the clear understanding that Liquidity nor any of its representatives, directors, officers, employees, agents, or advisers makes any representation or warranty about its accuracy, reliability, completeness, or suitability for any particular purpose and does not accept liability (including, but not limited to, for any expenses, losses, damages, and/or costs (including, but not limited to, indirect or consequential damage)) nor take any responsibility of any kind whatsoever (including, but not limited to, whether in contract, tort, financial or otherwise) for the information, data, or advice contained in or for any omission or for any other information, statement, or representation provided to any recipient (including, but not limited to, as a result of information, data, or advice being inaccurate, unreliable, incomplete, or unsuitable in any way and for any reason whatsoever). Users of this site must conduct their own investigation and analysis regarding any information, statement, or representation contained or provided to any recipient or its associates by Liquidity or any of the Liquidity Personnel. Each recipient waives any right of action, which it has now or in the future against Liquidity or any of the Liquidity Personnel in respect of any errors or omissions on or from this site, however caused. All rights are reserved. If the whole or any part of a provision of this "Notice and Disclaimer" is invalid, illegal, or unenforceable, then such provision will be severed and neither that part or provision or its severance will affect the validity or enforceability of the remaining parts or provisions.

Disclosure of Interest: Liquidity receives commission from dealing in securities and its introducers of business may directly share in this commission. Liquidity and its associates may hold shares in CloudHolter Pty Ltd.

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Heartbeats Limited (CloudHolter) Notes

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