Florida based primary and urgent care clinic group is an established medical practice.
In 2019, the clinic generated CAD 5 million in revenues and CAD 1.2 in EBITDA.
Skylight Health’s forecasted annual run rate to now be over CAD 25 million combined with the completion of the previous five announced transactions.
Total consideration value of CAD 4.8 million (50% cash, 50% shares) for the acquisition representing a 4x EBITDA multiple.
This transaction will be immediately accretive to the Company adding experienced management, new complementary services and expansion of services to existing US markets.
TORONTO, Dec. 10, 2020 (GLOBE NEWSWIRE) -- Skylight Health Group Inc (CSE:SHG; OTCQX: SHGFF) (“SHG” or the “Company”), one of the largest multi-specialty healthcare systems in the United States, is pleased to announce that it has entered into a Letter of Intent (LOI) to purchase 100% of the shares of a Florida Primary and Urgent Care clinic group (the “Clinic”). The name of the group will remain undisclosed until the closing of the Transaction on or before January 31, 2021. The planned acquisition of the Clinic will expand the Company’s bricks and mortar and telemedicine services to 16 States when including the previously announced pending acquisition of Tennessee-based Perimeter Pain and Primary Care Clinic.
The Clinic has been operating an established and fast growing multi-disciplinary network of clinics representing 6 locations across Florida. Services to patients include primary care, urgent care, allied health & wellness, laboratory procedures, drive up COVID-19 testing, and preventive screenings among others. Services provided by the Clinic are primarily reimbursed through insurance carriers including Medicare, Medicaid and other commercial payors. The Clinic also leverages telemedicine as a delivery model for its existing patient base.
The Company expects to see continued growth in patient registrations and visits as the Clinic continues to thrive notwithstanding the challenges most clinics have faced due to the recent COVID-19 pandemic. Management will remain with the Company to continue to accelerate growth across the state of Florida. Further, management will leverage their knowledge of developing a working and robust multi-disciplinary practice of allied health offerings to expand services within existing SHG clinics across other US markets. This will immediately drive new service opportunities for the current Skylight Health national base of 120,000 patients and add new insurable services revenues organically.
Prad Sekar, CEO, Skylight Health said “This acquisition is a critical component in building our multi-disciplinary model by the addition of a proven management team to help SHG build out its robust national platform. The Clinic has been innovative in its approach to bridge wellness and traditional healthcare together. This aligns with SHG’s platform model and enables us to rapidly expand on services to the growing Florida market and simultaneously integrate these services across our other US markets improving the lives of our national roster of patients. Accretive acquisitions remain our number one focus and we are beyond excited to add the Clinic to our growing network of practices.”
The Clinic represents the fifth announced acquisition by the Company in the last 60 days. This acquisition supports and strengthens the 3-prong growth model which includes growth from the current infrastructure, new services and acquisitions. The Company will pay as per the agreed upon terms of the LOI, a transaction value of CAD 4.8 million which will be comprised of 50% cash on closing and 50% in common shares of the Company released quarterly with 20% on closing and 10% per quarter over remaining 8 quarters from the date of Closing. Price of the shares will be calculated at a 10-day VWAP of each issue date over the 2-year period in accordance with the rules of the stock exchange on which the Company trades. In 2019, the Clinic generated CAD 5 million and EBITDA of CAD 1.2 million. This transaction is subject to a satisfactory due diligence period by the Company and mutual agreement to a Share Purchase Agreement and Closing Conditions. The transaction is expected to close on or before January 31, 2020.
About Skylight Health Group
Skylight Health Group (CSE:SHG OTCQX:SHGFF) is a healthcare services and technology company, working to positively impact patient health outcomes. The Company operates a US multi-state health network that comprises of physical multi-disciplinary medical clinics providing a range of services from primary care, sub-specialty, allied health and laboratory/diagnostic testing. The Company owns and operates a proprietary electronic health record system that supports the delivery of care to patients via telemedicine and other remote monitoring system integrations. With a patient roster of over 120,000 patients, the Company’s operations spread across 14 states and continues to expand in services and locations both organically and by way of strategic acquisitions.
The Company primarily operates a traditional insurable fee-for-service model contracting with Medicare, Medicaid and other Commercial Payors. The Company also offers a disruptive subscription-based telemedicine service for the un/under-insured population who have limited access to urgent care due to cost.
For more information please visit www.skylighthealthgroup.com or contact:
Jonathan L. Robinson CFA
Oak Hill Financial
Forward Looking Statements
Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in Skylight Health’s filings with Canadian securities regulators. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may, potential, believe, should," and similar expressions, are forward-looking statements.
Forward-looking statements may include, without limitation, statements regarding the Company’s unaudited financial results and projected growth.
Although Skylight Health as attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: dependence on obtaining regulatory approvals; investing in target companies or projects which have limited or no operating history and are subject to inconsistent legislation and regulation; change in laws; reliance on management; requirements for additional financing; competition; hindering market growth and state adoption due to inconsistent public opinion and perception of the medical-use and recreational-use marijuana industry and; regulatory or political change.
There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.
Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. Skylight Health disclaims any intention or obligation to update or revise such information, except as required by applicable law, and Skylight Health does not assume any liability for disclosure relating to any other company mentioned herein.
No securities regulator or exchange has reviewed, approved, disapproved, or accepts responsibility for the content of this news release.