Quipt Home Medical Corp. (“
Quipt” or the
“
Company”) (NASDAQ:QIPT; TSXV:QIPT), a U.S. based
leader in the home medical equipment industry, focused on
end-to-end respiratory care, is very pleased to announce that it
has acquired NorCal Respiratory, Inc. (“
NorCal
Respiratory”), a business with operations in California,
reporting unaudited trailing 12-month annual revenues of
approximately $3.2 million and with anticipated Adjusted EBITDA
(defined below) of $650,000 post integration. As a reminder, all
figures stated are in USD.
Quipt is undertaking an ongoing national
expansion effort with the goal of economically growing its
operating footprint to serve as a leader in respiratory homecare
across the United States. Quipt has built out a significant
infrastructure platform which is highly scalable and allows the
opportunity for the Company to efficiently integrate acquired
businesses resulting in meaningful cost synergies and revenue
growth opportunities.
Acquisition Details
The acquisition encompasses three locations in
California, covering the northern portion of the state, bringing
Quipt’s national location base to 90. The Company initially entered
California in the middle of 2021 and added three more locations
through the acquisition of Good Night Medical, LLC in April 2022.
The Company is now able to cover a substantially larger area of
patients, providing a second hub in the northern portion of the
state for Quipt to grow its infrastructure. The acquisition adds
over 600 referring physicians, bringing Quipt’s national referring
network base to over 19,600, and increases Quipt’s active patient
count by over 3,600, bringing Quipt’s total to approximately
184,000 active patients nationally.
Additionally, NorCal Respiratory has a strong
management team in place focused on clinical excellence, and like
Quipt, offers high-quality service, equipment, and supplies. NorCal
Respiratory has several important insurance contracts and the
expansionary operating footprint aligns closely with regions that
have a high prevalence of Chronic Obstructive Pulmonary Disease
(“COPD”), a key target patient group. According to
the National Institutes of Health (NIH), over 1.3 million people in
California have COPD1. The acquisition possesses a heavily weighted
respiratory product mix standing at 98% with the opportunity to
introduce Quipt’s robust ventilation therapy program to the current
and future patient base.
The integration process will allow for Quipt’s
best-in-class subscription-based resupply program to be firmly
cemented creating an immediate revenue synergy. Moreover, NorCal
Respiratory has strong diversification amongst referral sources,
and its payor base. Under the terms of the definitive purchase
agreement, Quipt acquired NorCal Respiratory for approximately $3.1
million in cash. It is expected the acquisition will increase
Quipt’s annual revenues by approximately $3.2 million, and, post
integration, Adjusted EBITDA by $650,000.
Management Commentary
“We are extremely excited to close the
acquisition of NorCal Respiratory, providing us a further
expansionary opportunity in California to grow our market share.
California is an attractive market that we have been looking to
further expand in with over 1.3 million COPD sufferers across the
state, and we are thrilled to be able to do so on the heels of this
acquisition,” said Greg Crawford, Chairman and CEO of Quipt. “Our
ventilation program is an immediate cross selling opportunity for
us, and we anticipate that our automated resupply program will
provide an actionable revenue synergy for us. The 98% respiratory
product mix and coverage sphere of NorCal make it a very strong
acquisition for us, and we are laser-focused on efficiently
integrating the business to drive cost synergies and further
revenue growth opportunities that drive consistent financial
results and margin stability. We have an unparalleled scalable
platform, driven by the patient-centric ecosystem we have created,
and this strategy is allowing us to grow market share both
organically and inorganically, and we look forward to building our
platform out across California. Our current pipeline contains a
wide range of respiratory care targets in terms of size and scale,
and we are incredibly enthused about our value proposition to
potential sellers in the marketplace. We look forward to having
compelling targets come through the funnel to closing, increasing
our scale across the United States.”
Chief Financial Officer Hardik Mehta added,
“This acquisition allows us to build out our operating footprint in
California as we reach nearly 184,000 active patients, over 19,600
referring physicians, and add $3.2 million in revenue and a
meaningful EBITDA contribution. We are pleased with the consistent
performance across our entire operation year to date, including the
return to 2% sequential organic growth in our recently reported
fiscal second quarter. The bullish regulatory environment, secular
tailwinds and need for respiratory homecare have us perfectly
suited to continue to accelerate our growth prospects. We continue
to follow our disciplined approach to M&A, adhering to a
stringent acquisition criterion and believe it is this prudency
that has led to our robust financial and operating performance.
Like with NorCal, our focus will remain on closing more favorable
acquisitions over the near term.”
ABOUT QUIPT
HOME MEDICAL
CORP.
The Company provides in-home monitoring and
disease management services including end-to-end respiratory
solutions for patients in the United States healthcare market. It
seeks to continue to expand its offerings to include the management
of several chronic disease states focusing on patients with heart
or pulmonary disease, sleep disorders, reduced mobility, and other
chronic health conditions. The primary business objective of the
Company is to create shareholder value by offering a broader range
of services to patients in need of in-home monitoring and chronic
disease management. The Company’s 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.
Reader Advisories
Readers are cautioned that the financial
information regarding the acquisition disclosed herein is unaudited
and derived as a result of the Company’s due diligence, including a
review of the acquisition’s bank statements and tax returns.
There can be no assurance that any of the
potential acquisitions in the Company’s pipeline or in negotiations
will be completed as proposed or at all and no definitive
agreements have been executed. Completion of any transaction will
be subject to applicable director, shareholder, and regulatory
approvals.
Unless otherwise specified, all dollar amounts
in this press release are expressed in U.S. dollars.
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.
Forward-Looking
Statements
Certain statements contained in this press
release constitute "forward-looking information" as such term is
defined in applicable Canadian securities legislation. The words
"may", "would", "could", "should", "potential", "will", "seek",
"intend", "plan", "anticipate", "believe", "estimate", "expect",
"outlook", and similar expressions as they relate to the Company,
including: post integration financial results (revenue and Adjusted
EBITDA) of NorCal Respiratory; Quipt adding patients to its
subscription-based resupply program; Quipt’s acquisition pipeline
and pace of further acquisitions; are intended to identify
forward-looking information. All statements other than statements
of historical fact may be forward-looking information. 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, including: the acquisition achieving results at least
as good as historical performances; the financial information
regarding the acquisition being verified when included in the
Company’s consolidated financial statements prepared in accordance
with generally accepted accounting principles in Canada as set out
in the CPA Canada Handbook – Accounting under Part I, which
incorporates International Financial Reporting Standards as
issued by the International Accounting Standards Board; the
Company successfully identified, negotiating and completing
additional acquisitions, including accretive acquisitions; the
Company organically growing at a rate of 10% and completing
acquisitions that add at least $25 million in new revenue in
order to meet 2022 outlook. Many factors could cause the actual
results, performance or achievements that may be expressed or
implied by such forward-looking information to vary from those
described herein should one or more of these risks or uncertainties
materialize. Examples of such risk factors include, without
limitation: credit; market (including equity, commodity, foreign
exchange and interest rate); liquidity; operational (including
technology and infrastructure); reputational; insurance; strategic;
regulatory; legal; environmental; capital adequacy; the general
business and economic conditions in the regions in which the
Company operates; the ability of the Company to execute on key
priorities, including the successful completion of acquisitions,
business retention, and strategic plans and to attract, develop and
retain key executives; difficulty integrating newly acquired
businesses; the ability to implement business strategies and pursue
business opportunities; low profit market segments; 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; the failure of third parties to comply with their
obligations to the Company or its affiliates; the impact of new and
changes to, or application of, current laws and regulations;
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; the overall difficult litigation environment, including
in the U.S.; increased competition; changes in foreign currency
rates; increased funding costs and market volatility due to market
illiquidity and competition for funding; the availability of funds
and resources to pursue operations; critical accounting estimates
and changes to accounting standards, policies, and methods used by
the Company; the occurrence of natural and unnatural catastrophic
events and claims resulting from such events; and risks related to
COVID-19 including various recommendations, orders and measures of
governmental authorities to try to limit the pandemic, including
travel restrictions, border closures, non-essential business
closures, quarantines, self-isolations, shelters-in-place and
social distancing, disruptions to markets, economic activity,
financing, supply chains and sales channels, and a deterioration of
general economic conditions including a possible national or
global recession; as well as those risk factors discussed or
referred to in the Company’s disclosure documents filed with
United States Securities and Exchange Commission and available at
www.sec.gov, and with the securities regulatory authorities in
certain provinces of Canada and available at www.sedar.com. Should
any factor affect the Company in an unexpected manner, or should
assumptions underlying the forward-looking information prove
incorrect, the actual results or events may differ materially from
the results or events predicted. Any such forward-looking
information is expressly qualified in its entirety by this
cautionary statement. Moreover, the Company does not assume
responsibility for the accuracy or completeness of such
forward-looking information. The forward-looking information
included in this press release is made as of the date of this
press release and the Company undertakes no obligation to publicly
update or revise any forward-looking information, other than as
required by applicable law.
Non-GAAP
Measures
This press release refers to “Adjusted EBITDA”
which is a non-GAAP and non-IFRS financial measure that does not
have a standardized meaning prescribed by GAAP or IFRS. The
Company’s presentation of this financial measure may not be
comparable to similarly titled measures used by other companies.
This financial measure is intended to provide additional
information to investors concerning the Company’s performance.
Adjusted EBITDA is defined as EBITDA excluding stock-based
compensation. Adjusted EBITDA is a Non-IFRS measure the Company
uses as an indicator of financial health and excludes several items
which may be useful in the consideration of the financial condition
of the Company, as applicable, including interest expense, income
taxes, depreciation, amortization, stock- based compensation,
goodwill impairment and change in fair value of debentures and
financial derivatives.
For further information please visit our website
at www.Quipthomemedical.com, or contact:
Cole StevensVP of Corporate Development
859-300-6455cole.stevens@myquipt.com
Gregory CrawfordChief Executive OfficerQuipt Home Medical
Corp.859-300-6455investorinfo@myquipt.com
1 Source:
https://www.nhlbi.nih.gov/health-topics/education-and-awareness/copd-learn-more-breathe-better/state-prevalence
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