News outhttps://www.fscwire.com/newsrelease/quantum-international-income-corp-enters-agreement-sell-healthcare-business
Toronto, Ontario (FSCwire) - Quantum International Income Corp. (the "Corporation" or "Quantum") (TSXV: QIC) announces that it has entered into a stock purchase agreement (the "SPA") with DGAT Partners, LLC (the "Purchaser") whereby the Corporation will sell to the Purchaser (the "Sale") all of the issued common shares ("CSS Holdings Shares") of Quantum CSS Holdings Corp. ("CSS Holdings"), the wholly-owned subsidiary of the Corporation through which it holds its interest in Centers for Special Surgery, LLC ("CSS Sub"). CSS Sub is the sole member of Center for Special Surgery of Essex County, LLC, a New Jersey limited liability company that owns and operates certain surgery centers in the New Jersey area. CSS Holdings and the Purchaser are the sole members of CSS Sub.
In consideration for the CSS Holdings Shares, the Purchaser shall pay the Corporation USD$3,000,000 (the "Purchase Price"). The Purchaser may elect to either (i) fund the full Purchase Price in cash on the closing of the Sale (the "Closing"), or (ii) fund USD$2,400,000 in cash on Closing and USD$600,000 following Closing in deferred consideration.
On the Closing, the Purchaser shall also pay the Corporation USD$59,500 in full and final satisfaction of all amounts due and owing by the Purchaser to the Corporation pursuant to a share purchase agreement dated January 15, 2016 to which the Purchaser and the Corporation are parties.
"Although Quantum continues to explore investment opportunities in the healthcare industry" commented Manu K. Sekhri, Chief Executive Officer of the Corporation, "it has determined that this is the appropriate time to exit this investment and strengthen its balance sheet."
For its services in connection with the Sale, the Corporation has agreed to pay Richardson GMP Ltd. a cash finder's fee of 1.5% of the gross proceeds of the Sale within five business days of the Closing.
Completion of the Sale is subject to the satisfaction of certain pre-conditions including receipt of all required approvals from the TSX Venture Exchange and the Purchaser obtaining the requisite debt financing. The Sale is expected to close on or before April 15, 2017.