Leveljump to Acquire U.S. Mid-West Telehealth
Toronto, Ontario, Canada -- October 4, 2021 -- InvestorsHub
NewsWire -- Leveljump Healthcare Corp. (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J) ("Leveljump" or the
"Company"), a Canadian leader in B2B telehealth solutions, is
pleased to announce that on September 28th it has signed a term
sheet to acquire a mid-west U.S. based telehealth business
("Targetco"), from certain private U.S. vendors.
The proposed purchase price is approximately US$7.13 million
which will be paid to the vendors as follows: (a) US$100,000 is to
be paid as a cash deposit upon the signing of definitive
agreements; (b) US$4.9 million cash on closing; (c) the Company
will issue on closing to the vendors a three year US$500,000 5%
note which is convertible into common shares of the Company at the
rate of C$0.25 per common share; and (d) the Company will issue 4
million common shares to the vendors at a price of C$0.20 per share
to be released to the vendors at the rate of 25% on closing and 25%
on each of the 6th, 12th and
18th month after closing. In addition, a bonus
payment of US$1,000,000 will be payable if revenues of the business
meet certain gross revenue targets within 36 months. The Company
has also agreed to invest US$1,000,000 into the business within 60
days following closing for expansion capital.
Key personnel of Targetco will be required to enter into
exclusive three-year employment agreements to remain and build the
Definitive agreements are expected to be completed and executed
by mid-October with closing targeted for the first half of
December. Closing will be subject to a number of conditions
including, but not limited to, required regulatory approvals
including the TSX Venture Exchange, satisfactory due diligence and
obtaining financing to fund the cash balance of the purchase
Through its patented technology and telehealth services,
Targetco has grown its client base to over 20 facilities and
physician practices with annual revenues for 2021 approaching US$6
million and EBITDA of almost $1 million. 2020 revenues were
US$4,716,416 with a net income of US$711,042. Targetco had
US$2,130,940 in assets and US$1,485,860 in liabilities as at
December 31, 2020.
Targetco is located in the U.S. mid-west and has been in
operation for seven years. Targetco is focused on remote medical
care, particularly for rural and underserviced communities. The
hospitals and patients in these rural communities often are left
without access to specialists and in some cases do not have access
to 24-hour emergency care.
Targetco has created its own examination cart that can be easily
utilized by the onsite doctor to provide real time data the remote
specialist. Specialist or ER consultations via video conferencing.
In many cases, a general GP or ER doctor or nurse, will utilize the
company medical specialists while treating the patient.
In addition to continued growth in its home state, Leveljump
believes it can expand services to nearby states. There is also a
need for teleradiology amongst this companies' clients that can be
met by Leveljump's subsidiary CTS allowing for immediate synergies
and revenue growth once the acquisition is closed.
"We are very excited to announce our intention to acquire this
exciting business," said Mitch Geisler, CEO. "Combined with our
other recently announced acquisitions in Ontario (see the Company's
news release dated September 28, 2021), our combined gross revenue
will be close to $17 million with EBITDA of over $2 million. We
feel strongly that this telehealth business can be expanded rapidly
over the next few years and that there will be many cross-marketing
opportunities for our existing business."
Any securities issued in connection with this transaction will
be subject to regulatory hold periods of not less than four months
and one day from the date of issue.
About Leveljump Healthcare
Leveljump Healthcare Corp., (TSXV: JUMP) (OTCQB: JMPHF) (FSE: 75J) is a healthcare
company with a focus on profitable telehealth solutions as well as
primary care services in radiology. The Company's subsidiary, CTS,
provides off-site radiology readings for hospital emergency rooms
and is a leader in the teleradiology space in Ontario. As part of
our growth strategy, we are acquiring healthcare companies that
have strong revenue and cash flow, with room for organic
ON BEHALF OF THE BOARD OF DIRECTORS OF
LEVELJUMP HEALTHCARE CORP.
Mitchell Geisler, Chief Executive Officer
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
This news release contains "forward-looking information"
within the meaning of applicable securities laws relating to the
Company's business plans and the outlook of the Company's industry.
Although the Company believes, in light of the experience of its
officers and directors, current conditions and expected future
developments and other factors that have been considered
appropriate, that the expectations reflected in this
forward-looking information are reasonable, undue reliance should
not be placed on them because the Company can give no assurance
that they will prove to be correct. Actual results and developments
may differ materially from those contemplated by these statements.
The statements in this press release are made as of the date of
this release and the Company assumes no responsibility to update
them or revise them to reflect new events or circumstances other
than as required by applicable securities laws. The Company
undertakes no obligation to comment on analyses, expectations or
statements made by third parties in respect of the Company,
Canadian Teleradiology Services, Inc., their securities, or their
respective financial or operating results (as applicable).
Neither the Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this
The securities being offered have not been, and will
not be, registered under the United States Securities Act of 1933,
as amended (the "U.S. Securities Act") or any U.S. state securities
laws, and may not be offered or sold in the United States or to, or
for the account or benefit of, United States persons absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and applicable U.S. state
securities laws. This press release does not constitute an offer to
sell or the solicitation of an offer to buy securities in the
United States, nor in any other jurisdiction.
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