Pro Forma Combined Revenue of $117 Million; 58%
Gross Margin; Adjusted EBITDA of $8 Million
Business Combination with GigCapital2 Expected
to Close in Q2
UpHealth Holdings Inc. (“UpHealth”), an integrated global
platform serving four large digital health markets, today announced
pro forma combined financial results for the year ended December
31, 2020 reflecting the intended combination of UpHealth,
Cloudbreak Health, LLC (“Cloudbreak”), Innovations Group, Inc.
(“Innovations Group”), and that portion of Glocal Healthcare
Systems Private Limited (“Glocal”) that UpHealth does not already
own.
GigCapital2, inc. (NYSE:GIX) (“GigCapital2”) recently filed on
March 23, 2021 with the U.S. Securities and Exchange Commission
(“SEC”) an amended registration statement on Form S-4/A, which
includes a prospectus and a preliminary proxy statement, to approve
the business combinations of GigCapital2 with each of UpHealth and
Cloudbreak. UpHealth is separately in the process of closing its
acquisition of Innovations Group and that portion of Glocal that
UpHealth does not already own. On a pro forma combined basis for
the calendar year ended December 31, 2020 of the combination of
UpHealth (including Innovations Group and Glocal) and Cloudbreak,
the companies met the 2020 financial projections provided during
the roadshow presentation of the various companies in connection
with GigCapital2’s business combinations with UpHealth and
Cloudbreak, with pro forma combined revenue of $117 million, gross
margin of 58%, and adjusted EBITDA of $8 million. Upon completion
of the business combinations with GigCapital2, Cloudbreak’s unified
telemedicine platform will be fully integrated into UpHealth, and
prior to that time, UpHealth is expected to have closed on the
acquisition of Innovations Group and the majority of equity
interests in Glocal.
“We are very pleased with UpHealth’s pro forma combined
performance for 2020 and believe that UpHealth is well-positioned
to continue to lead the digital transformation of healthcare
globally. Our existing and in-the-process-of-being-acquired unique
suite of technology-enabled solutions are deployed worldwide and
their synergies have continued to grow,” stated Dr. Ramesh
Balakrishnan, Co-Chief Executive Officer, UpHealth. “We have
substantial visibility into what will be our key growth drivers in
2021 and expect our profitability metrics to strengthen further,
reflecting our rapidly expanding scale. We remain excited about our
ability to further address healthcare disparities and access to
care, as well as the impact our services can have across the care
continuum represented by the Company’s significant base of
partners, including our U.S. and International telehealth network
of 1,800+ healthcare venues, 13,000 physician prescribers, some of
the nation’s largest health plans and municipalities as well as the
education and employer markets.”
“The COVID-19 pandemic has greatly impacted the lives of so many
around the world,” stated, Al Gatmaitan, DSc, FACHE, Co-Chief
Executive Officer & President, UpHealth. “The combined teams at
UpHealth and Cloudbreak mobilized to deliver mission critical
digital health solutions to those who needed them most. From
expanding the distribution of vaccines in remote areas of India, to
medical interpreters providing care in over 250 languages, to
caring for mental health patients remotely, UpHealth was there for
our clients—healthcare systems, clinics and hospital networks
around the globe—that were stretched to their breaking point.” He
added, “Although the COVID-19 pandemic continues to rage, the
UpHealth and Cloudbreak teams are working day and night to innovate
solutions for the ever-changing needs of our rapidly evolving
healthcare system.”
Corporate Milestones and Recent Accomplishments
- March 24, 2021 - UpHealth Appoints Jay
Jennings as its CAO
- March 23, 2021 – GigCapital2 files Form
S-4A
- March 10, 2021 – GigCapital2 Announces
Stockholder Approval of Extension Amendment to Complete its
Business Combinations with UpHealth Holdings, Inc. and Cloudbreak
Health, LLC to June 10, 2021
- March 4, 2021 - Cloudbreak Health And
MedQuest Join Forces to Simplify Pharmacy Access via
Telemedicine
- March 2, 2021 - Strong Start to 2021:
Glocal Healthcare Team Signs Contracts in Namibia and Uzbekistan
and is Recognized by Her Majesty, Queen Mathilde of Belgium as
Leading, International Healthcare Innovator
- March 2, 2021 - UpHealth’s Behavioral
Health Services, Innovative Psychiatry Provider, Identifies
Post-COVID Opportunities for Growth
- February 8, 2021 – GigCapital2 files Form
S-4
- January 27, 2021 - The National Health
Mission of Madhya Pradesh Selects Glocal Healthcare Systems to
Bring Telehealth to 13.75 Million Citizens in the Republic of
India
- January 26, 2021 - Thrasys a subsidiary
of UpHealth Holdings Inc., Accelerates Technology Innovation with
New Release of SyntraNet Integrated Care
- January 21, 2021 - GigCapital2 Secures
$285 Million from Institutional Investors in Connection with
UpHealth Holdings
- January 1, 2021 - Cloudbreak 2020 Year in
Review: The Acceleration of Digital Health and Setting the Stage
for 2021 Growth
- November 23, 2020 – GigCapital2 Has
Entered Into Business Combination Agreements With UpHealth and
Cloudbreak to Form Combined Company to List on the NYSE, Creating a
Unified and Profitable Global Digital Health Company
About the Transaction:
In November 2020, UpHealth, Cloudbreak and GigCapital2, a
special-purpose acquisition company or SPAC, announced that they
had each entered into definitive agreements for a business
combination. Upon closing of the two business combinations, the
combined operating company will be named UpHealth and will be
listed on the New York Stock Exchange under the ticker symbol
“UPH”. On January 21, 2021 GigCapital2 announced that it had signed
subscription agreements with institutional investors for the sale
of $255 Million of convertible notes and $30 Million of common
stock in connection with the two business combinations with
UpHealth and Cloudbreak. On March 23, 2021, GigCapital2 filed an
amended registration statement on Form S-4/A in regards to the
proposed combinations.
About UpHealth Holdings, Inc.
UpHealth is a global comprehensive digital health technology and
tech-enabled services platform that empowers providers, health
systems and payors globally to manage care for people with complex
medical, behavioral and social needs, while dramatically improving
access to primary care.
For more information, please visit https://uphealthinc.com and
follow us at @UphealthInc on Twitter, UpHealth Inc. on LinkedIn and
@uphealthinc on Instagram.
About GigCapital Global and GigCapital2, Inc.
GigCapital Global (www.gigcapitalglobal.com) is a
Private-to-Public Equity (PPE)™ investment group, sponsoring and
operating Special Purpose Acquisition Companies (“SPAC”, also known
as Blank-Check companies). Founded in 2017 by Dr. Avi Katz, the
GigCapital Group and its sponsored SPACs are led by an affiliated
team of technology industry experts, deploying a unique
Mentor-Investors™ methodology to partner with exceptional
privately-held and U.S. and non-U.S. public technology companies
led by dedicated, innovative entrepreneurs. The GigCapital Group
companies offer financial, operational and executive mentoring to
U.S. and global private, and non-U.S. public companies, in order to
accelerate their path from inception and as a privately-held entity
into the growth-stage as a publicly traded company in the U.S. The
partnership of the GigCapital Group with these companies continues
through an organic and roll-up strategy growth post the transition
to a public company. For more information, visit
www.gigcapitalglobal.com.
GigCapital2, Inc. (NYSE: GIX, GIX.U, GIX.RT, and GIX.WS)
(www.gigcapital2.com), GigCapital3, Inc. (NYSE: GIK, GIK.U and
GIK.WS) (www.gigcapital3.com) and GigCapital4, Inc. (Nasdaq: GIG,
GIGGU and GIGGW), are part of the GigCapital Group portfolio of
Private-to-Public Equity (PPE)™ companies.
“Private-to-Public Equity (PPE)” and “Mentor-Investor” are
trademarks of GigFounders, LLC, used pursuant to agreement.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including statements regarding our or our management
team’s expectations, hopes, beliefs, intentions, plans, prospects
or strategies regarding the future, including possible business
combinations, revenue growth and financial performance, product
expansion and services. Any statements contained herein that are
not statements of historical fact may be deemed to be
forward-looking statements. In addition, any statements that refer
to projections, forecasts or other characterizations of future
events or circumstances, including any underlying assumptions, are
forward-looking statements. The words “anticipate,” “believe,”
“continue,” “could,” “estimate,” “expect,” “intends,” “may,”
“might,” “plan,” “possible,” “potential,” “predict,” “project,”
“should,” “would” and similar expressions may identify
forward-looking statements, but the absence of these words does not
mean that a statement is not forward-looking. The forward-looking
statements contained in this press release are based on our current
expectations and beliefs made by the management of GigCapital2,
UpHealth and/or Cloudbreak in light of their respective experience
and their perception of historical trends, current conditions and
expected future developments and their potential effects on
UpHealth, Cloudbreak and GigCapital2 as well as other factors they
believe are appropriate in the circumstances. There can be no
assurance that future developments affecting UpHealth, Cloudbreak
or GigCapital2 will be those that we have anticipated. These
forward-looking statements involve a number of risks, uncertainties
(some of which are beyond the control of the parties) or other
assumptions that may cause actual results or performance to be
materially different from those expressed or implied by these
forward-looking statements, including that the GigCapital2
stockholders will approve the business combinations, regulatory
approvals, the ability of the post-combination company to meet the
NYSE listing standards, product and service acceptance, and that
UpHealth will have sufficient capital upon the approval of the
transaction to operate as anticipated. Should one or more of these
risks or uncertainties materialize, or should any of our
assumptions prove incorrect, actual results may vary in material
respects from those projected in these forward-looking statements.
Additional factors that could cause actual results to differ are
discussed under the heading “Risk Factors” and in other sections of
GigCapital2’s filings with the SEC, and in GigCapital2’s current
and periodic reports filed or furnished from time to time with the
SEC. All forward-looking statements in this press release are made
as of the date hereof, based on information available to
GigCapital2, UpHealth and/or Cloudbreak as of the date hereof, and
GigCapital2, UpHealth and/or Cloudbreak assumes no obligation to
update any forward-looking statement, whether as a result of new
information, future events or otherwise, except as may be required
under applicable securities laws.
Additional Information and Where to Find It
In connection with the proposed business combinations,
GigCapital2 has filed a registration statement on Form S-4 with the
SEC containing a preliminary proxy statement and a preliminary
prospectus of GigCapital2, and after the registration statement is
declared effective, GigCapital2 will mail a definitive proxy
statement/prospectus relating to the proposed business combinations
to its stockholders. This press release does not contain all the
information that should be considered concerning the proposed
business combinations and is not intended to form the basis of any
investment decision or any other decision in respect of the
business combinations. Additional information about the proposed
business combinations and related transactions is described in
GigCapital2’s Current Report on Form 8-K and combined proxy
statement/prospectus relating to the proposed business combinations
and the respective businesses of GigCapital2 and UpHealth and
Cloudbreak that GigCapital2 has filed with the SEC. The proposed
business combinations and related transactions will be submitted to
stockholders of GigCapital2 for their consideration. GigCapital2’s
stockholders and other interested persons are advised to read the
preliminary proxy statement/prospectus and the amendments thereto
and the definitive proxy statement/prospectus, when available, and
other documents filed in connection with GigCapital2’s solicitation
of proxies for its special meeting of stockholders to be held to
approve, among other things, the proposed business combinations and
related transactions, because these materials will contain
important information about UpHealth , Cloudbreak, GigCapital2 and
the proposed business combinations and related transactions. When
available, the definitive proxy statement/prospectus and other
relevant materials for the proposed business combinations will be
mailed to stockholders of GigCapital2 as of a record date to be
established for voting on the proposed business combinations and
related transactions.
Stockholders may also obtain a copy of the preliminary or
definitive proxy statement/prospectus, once available, as well as
other documents filed with the SEC by GigCapital2, without charge,
at the SEC’s website located at www.sec.gov or by directing a
request to Brad Weightman, Vice President and Chief Financial
Officer, GigCapital2, Inc., 1731 Embarcadero Rd., Suite 200, Palo
Alto, CA 94303, or by telephone at (650) 276-7040.
Participants in the Solicitation
UpHealth, Cloudbreak, GigCapital2 and their respective directors
and executive officers and other persons may be deemed to be
participants in the solicitations of proxies from GigCapital2’s
stockholders in respect of the proposed business combinations and
related transactions. Information regarding GigCapital2’s directors
and executive officers is available in its Form 10-K filed with the
SEC on March 30, 2020. Additional information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests will be contained in the preliminary
and definitive proxy statements/prospectus related to the proposed
business combinations and related transactions when it becomes
available, and which can be obtained free of charge from the
sources indicated above.
No Offer or Solicitation
This communication shall neither constitute an offer to sell or
the solicitation of an offer to buy any securities, nor shall there
be any sale of securities in any jurisdiction in which the offer,
solicitation, or sale would be unlawful prior to the registration
or qualification under the securities laws of any such
jurisdiction.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20210331005339/en/
FOR UPHEALTH INVESTORS: Reed Anderson,
reed.anderson@icrinc.com, +1 612-710-8617 MEDIA: Sean Leous,
sean.leous@westwicke.com, + 1 646-866-4012 FOR GIGCAPITAL2
MEDIA/INVESTORS: Brian Ruby, brian.ruby@icrinc.com, +1
203-682-8268
GigCapital2 (NYSE:GIX)
Historical Stock Chart
From Jan 2025 to Feb 2025
GigCapital2 (NYSE:GIX)
Historical Stock Chart
From Feb 2024 to Feb 2025
