Viemed Healthcare, Inc. (the “Company” or “Viemed”) (NASDAQ:VMD and
TSX:VMD.TO), a national leader in respiratory care and
technology-enabled home medical equipment services, announced that
it has entered into a definitive agreement to acquire Tennessee
based Home Medical Products, Inc. (“HMP”), a large regional
provider of respiratory focused home medical solutions.
“We are incredibly excited to complement our
strong history of organic growth by combining great teams through
accretive transactions” said Viemed Chief Executive Officer Casey
Hoyt. “The purchase of HMP will launch our acquisition growth
initiatives with a stellar organization that has an extraordinary
reputation with patients, payors, and physicians. Above all, the
team at HMP shares our same driving passion for innovative
patient-focused care.”
Home Medical Products, Inc. was founded in
September 2004 seeking to offer residents of local communities
quality solutions for medical equipment in the home – solutions
that would help people live life better. HMP has expanded its
programs and services to partner more effectively with physicians,
hospitals, and other healthcare partners in order to facilitate
quality care plans for patients in their homes that lead to
innovative solutions and improved health outcomes. The organization
currently manages numerous medical equipment offices throughout
Tennessee and in Alabama and Mississippi. Founder David Steele,
Chief Executive Officer Jason Shiflet, and the HMP team are
expected to join Viemed upon the completion of the transaction.
“We are exceptionally proud of the work that we
have done to build HMP into the patient-centered organization that
it is today” said Steele. “We are now thrilled to become part of
the Viemed family, allowing even greater expansion of care. We have
a tremendous amount of respect for the management team and culture
at Viemed and we are very excited to leverage the talent and
resources of the combined companies.”
In 2022, HMP generated net revenues of
approximately $28 million and HMP Adjusted EBITDA of approximately
$6.8 million. See “Non-GAAP Financial Measures” for a discussion of
HMP Adjusted EBITDA. The transaction is expected to close in June
2023 with a purchase price of approximately $31.75 million,
adjusted for net working capital and other customary closing
adjustments. Viemed expects to fund the acquisition through a
combination of cash on hand and borrowings from its existing
undrawn credit facilities.
ABOUT VIEMED HEALTHCARE, INC.
Viemed is a provider of in-home medical
equipment and post-acute respiratory healthcare services in the
United States. Viemed’s service offerings are focused on effective
in-home treatment with clinical practitioners providing therapy and
counseling to patients in their homes using cutting-edge
technology. Visit our website at www.viemed.com.
For further information, please contact:
Glen AkselrodBristol
Capital905-326-1888glen@bristolir.com
Todd ZehnderChief Operating OfficerViemed
Healthcare, Inc.337-504-3802investorinfo@viemed.com
Forward-Looking Statements
Certain statements contained in this press
release may constitute “forward-looking statements” within the
meaning of the U.S. Private Securities Litigation Reform Act of
1995 or “forward-looking information” as such term is defined in
applicable Canadian securities legislation (collectively,
“forward-looking statements”). Often, but not always,
forward-looking statements can be identified by the use of words
such as “plans”, “expects”, “is expected”, “budget”, “potential”,
“scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”,
“believes”, or “projects”, or the negatives thereof or variations
of such words and phrases or statements that certain actions,
events or results “will”, “should”, “may”, “could”, “would”,
“might” or “will be taken”, “occur” or “be achieved” or the
negative of these terms or comparable terminology. All statements
other than statements of historical fact, including those that
express, or involve discussions as to, expectations, beliefs,
plans, objectives, assumptions or future events or performance,
including the Company’s expectations about its pending acquisition
of Home Medical Products, Inc., such as expected purchase price,
closing date, funding sources, and anticipated synergies and other
benefits, as well as future expected inorganic growth strategies.
Such statements reflect the Company's current views and intentions
with respect to future events, and current information available to
the Company, and are subject to certain risks, uncertainties and
assumptions. Many factors could cause the actual results,
performance or achievements that may be expressed or implied by
such forward-looking statements to vary from those described herein
should one or more of these risks or uncertainties materialize.
These factors include, without limitation: the general business,
market and economic conditions in the regions in which the Company
operates; the impact of the COVID-19 pandemic and the actions taken
by governmental authorities, individuals and companies in response
to the pandemic on our business, financial condition and results of
operations, including on the Company's patient base, revenues,
employees, and equipment and supplies; significant capital
requirements and operating risks that the Company may be subject
to; the ability of the Company to implement business strategies and
pursue business opportunities; volatility in the market price of
the Company's common shares; the Company’s novel business model;
the state of the capital markets; the availability of funds and
resources to pursue operations; reductions in reimbursement rates
and audits of reimbursement claims by various governmental and
private payor entities; dependence on few payors; possible new drug
discoveries; dependence on key suppliers; granting of permits and
licenses in a highly regulated business; competition; disruptions
in or attacks (including cyber-attacks) on the Company's
information technology, internet, network access or other voice or
data communications systems or services; the evolution of various
types of fraud or other criminal behavior to which the Company is
exposed; difficulty integrating newly acquired businesses; the
impact of new and changes to, or application of, current laws and
regulations; the overall difficult litigation and regulatory
environment; increased competition; increased funding costs and
market volatility due to market illiquidity and competition for
funding; critical accounting estimates and changes to accounting
standards, policies, and methods used by the Company; the Company’s
status as an emerging growth company and a smaller reporting
company; and the occurrence of natural and unnatural catastrophic
events or health epidemics or concerns, such as the COVID-19
pandemic, and claims resulting from such events or concerns; as
well as those risk factors discussed or referred to in the
Company’s disclosure documents filed with the U.S. Securities and
Exchange Commission (the “SEC”) available on the SEC’s website at
www.sec.gov, including the Company’s most recent Annual Report on
Form 10-K, and with the securities regulatory authorities in
certain provinces of Canada available at www.sedar.com. Should any
factor affect the Company in an unexpected manner, or should
assumptions underlying the forward-looking statements prove
incorrect, the actual results or events may differ materially from
the results or events predicted. Any such forward-looking
statements are expressly qualified in their entirety by this
cautionary statement. Moreover, the Company does not assume
responsibility for the accuracy or completeness of such
forward-looking statements. The forward-looking statements included
in this press release are made as of the date of this press release
and the Company undertakes no obligation to publicly update or
revise any forward-looking statements, other than as required by
applicable law.
Non-GAAP Financial Measures
This press release refers to “HMP Adjusted
EBITDA” which is a non-GAAP financial measure that does not have a
standardized meaning prescribed by U.S. GAAP. The Company's
presentation of HMP Adjusted EBITDA may not be comparable to
similarly titled measures used by other companies and includes
adjustments that have not been previously made in connection with
the Company’s historical presentation of Adjusted EBITDA. HMP
Adjusted EBITDA is defined as net income (loss) before interest
expense, income tax expense (benefit), depreciation and
amortization, and other adjustments, including adjustments relating
to the proposed acquisition of HMP. Company management believes HMP
Adjusted EBITDA provides helpful information to analyze HMP’s
operating performance, including a view of HMP’s business that is
not dependent on the impact of HMP’s capitalization structure and
the exclusion of items that are not part of HMP’s recurring
operations, including the impacts of the Company’s proposed
acquisition of HMP. Accordingly, Company management believes that
HMP Adjusted EBITDA provides useful information in understanding
and evaluating HMP’s historical operating performance in the same
manner as it analyzes the Company’s operating performance.
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