LOS ANGELES, CALIFORNIA--(Marketwired - June 4, 2014) - Patient Home Monitoring Corp. (PHM) (TSX VENTURE:PHM), a fast growing and profitable company focused on rolling-up annuity-based healthcare service companies in the US and Canada, announced it closed the acquisition of Care Medical Partners, LLC ("Care Medical"), a profitable Georgia-based company focused on providing home-based chronic pulmonology services. The acquisition is expected to have an immediate and substantial impact on earnings-per-share (EPS) and is expected to increase total run-rate revenues of PHM to over $27 million annually.
Acquisition
PHM Post-Acquisition is expected to generate:
- Over $27 million in annual run-rate revenue
- Over $5.75 million in annual run-rate EBITDA
- Significant new organic growth cross-selling opportunities designed to generate additional revenue and profit growth
Care Medical generated over $13.1 million in revenue for the period between March 31, 2013 and March 31, 2014, with just over $2 million in Adjusted EBITDA(1) over the same period, based upon final unaudited due diligence.
PHM paid $5,476,150 for the acquisition, which is equivalent to 2.72 times trailing 12-month unaudited Adjusted EBITDA(1), paid in cash, stock and acquisition of medical equipment leases.
Under the terms of the Definitive Purchase Agreement, PHM will acquire 100% of the units of Care Medical for a total consideration of (1) US $144,243.60 in cash to the sellers and (2) 5,655,476 shares of PHM issued to the sellers, subject to TSX approval. The sellers agreed to take PHM shares at a share value of US$0.26 per share or equivalent of approximately CAD$0.28 per share.
As part of the transaction, PHM will acquire $3.15 million in medical equipment placed with patients generating revenue through paying various leases and loans. PHM plans to secure additional debt financing in the near future with a focus to increase shareholder value for this and other medical equipment acquired to service patients.
"There is an immediate and positive EPS impact with this acquisition," said Michael Dalsin, Chairman and CEO of PHM. "While the acquisition will only be reflected in PHM's financial statements for the last month of the current quarter, I expect there to be a significant impact on this quarter's financial results with the full force of revenue and profits being recorded in this year's fiscal fourth quarter."
"Care Medical is a complimentary fit with our previous South Carolina acquisitions both in services offered and geographically," continued Mr. Dalsin. "With our latest acquisitions in Florida, South Carolina, and Georgia, we are solidifying PHM's regional presence in the southeastern United States while at the same time providing significant expansion opportunities for our California-based cardiology service business unit. While we were able to acquire this business at a favorable multiple, I expect our post integration multiple to be much lower. Andrew Folmer and the operational team plan to efficiently integrate the business into PHM and are focused on generating organic and cross-selling revenue immediately within the existing growing patient database."
"Our M&A team is nearing the LOI stage with two additional acquisition targets and I expect to have the next deal lined up shortly," Mr. Dalsin concluded. "We have plenty of cash and a solid balance sheet combined with strong positive cash flow, which puts PHM in a position to close these subsequent transactions without additional equity financing."
About Care Medical
Care Medical services patients with chronic pulmonary illnesses. Operating for more than two decades, Care Medical has Medicare competitive bids in both Georgia and South Carolina. The operation is intended to integrate with PHM's Resource Medical division and maintains a database of more than 10,000 patients that may benefit from PHM's cross selling services, including Coumadin testing services, complex COPD treatment services, and pulmonology drug delivery services.
About PHM
PHM is an acquisition-oriented, fast-growing and profitable company servicing patients with heart disease and other chronic health conditions. PHM is focused on acquiring companies in a highly fragmented and developing market of small privately-held companies servicing chronically ill patients with multiple disease states caused mainly by age and obesity. Because of the new and highly fragmented nature of the market, PHM is actively and successfully identifying and evaluating profitable, annuity-based companies to acquire at favorable prices in order to integrate their patient databases and technical expertise. PHM's post-acquisition organic growth strategy is to increase annual revenue per patient by offering multiple services to the same patient, consolidating the patient's services and making life easier for the patient. The expected result is growing EPS with each acquisition and growing revenue and profits from the cross selling efforts.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
(1) Adjusted EBITDA is defined as EBITDA plus Stock Based Compensation.
Forward-Looking Statements
Information in this news release that is not current or historical factual information may constitute forward-looking information within the meaning of securities laws. Implicit in this information, particularly in respect of the future outlook of PHM and anticipated events or results, are assumptions based on beliefs of PHM's senior management as well as information currently available to it. While these assumptions were considered reasonable by PHM at the time of preparation, they may prove to be incorrect. Readers are cautioned that actual results are subject to a number of risks and uncertainties, including the availability of funds and resources to pursue operations, decline of reimbursement rates, dependence on few payors, possible new drug discoveries, a novel business model, dependence on key suppliers, granting of permits and licenses in a highly regulated business, competition, difficulty integrating newly acquired businesses, low profit market segments as well as general economic, market and business conditions, and could differ materially from what is currently expected. This press release refers to EBITDA (earnings before interest, tax, depreciation and amortization) and Adjusted EBITDA (EBITDA plus Stock Based Compensation) which are non-GAAP financial measure that do not have any standardized meanings prescribed by GAAP. PHM's presentation of these non-GAAP financial measures may not be comparable to similarly titled measures used by other companies. These non-GAAP financial measures are intended to provide additional information to investors concerning PHM's performance. The references in this press release to projected EBITDA and revenue are forward-looking information about prospective financial performance and readers are cautioned that this information may not be appropriate for other purposes.