VITALHUB CORP. (TSXV: VHI) (the “Company” or “VitalHub”), is
pleased to announce today that it has acquired all the issued and
outstanding shares (the “Acquisition”) of Intouch with Health Inc.
(“Intouch”), a UK leader for patient flow management solutions.
Through its “Intouch Patient Journey Platform,”
Intouch specializes in delivering patient-focused flow management
solutions that allow patients to more effectively move throughout a
hospital. Intouch has evolved their solutions to support “virtual
healthcare” patient interaction placing less reliance on
face-to-face interactions. Intouch was founded in 1999 and is
headquartered in Cirencester, Gloucestershire, United Kingdom with
staff and operations, composed of 38 employees and contractors,
located throughout the United Kingdom. Their products are used by
over 53 National Health Services (“NHS”) Trusts in the UK
representing 130 hospitals. Its solutions are also deployed
internationally.
Total consideration paid by VitalHub in the
Acquisition, after a closing net equity adjustment, was
approximately £3,850,000 (the “Purchase Price”) which is being paid
in cash to the vendors of Intouch on closing of the Acquisition,
save for £577,500 which is to be held for the purpose of customary
post-closing adjustment and released four (4) months post-closing.
In addition to the Purchase Price, the Company has also agreed to
certain additional cash payments up to a maximum of £800,000 to the
shareholders of Intouch pursuant to an earn-out clause triggered on
achievement of certain business milestones of Intouch in the
proceeding three (3) year period.
For the trailing 12 month period, as of July 31,
2020, Intouch had (unaudited): total revenue of £3,141,975
including recurring revenue of £1,329,198, profit after tax of
£185,261 and Intouch’s cash on hand after a closing net equity
adjustment is expected to be approx. £1,284,000 with no debt.
“We are extremely excited to welcome the Intouch
team and their solutions to our existing Patient Flow platform.
With the advent of virtual healthcare visits growing within
hospitals we feel Intouch’s product offering is appropriate and
timely and anticipate an immediate impact on our overall business.
We have partnered with Intouch already in Canada and look forward
to growing this relationship as a single entity,” said Dan Matlow,
CEO of Vitalhub.
“The whole team at Intouch are thrilled to
become part of the Vitalhub group and truly believe that by
combining with Vitalhub’s existing Patient Flow platform, it will
allow both organizations the ability to offer a combined
comprehensive suite of solutions to both of our respective customer
base. Combined, both organizations have the ability to expand
nicely on an international basis. Both organizations know each
other from our partnership, and we look forward to building on this
relationship,” said Mike Sanders, CEO of Intouch.
ABOUT INTOUCH
Through Intouch’s “Intouch Patient Journey Platform,” which is
currently utilized in over 53 National Health Service (“NHS”)
Trusts in the UK as well and internationally, and processes over 30
million appointments annually, Intouch helps hospitals and private
healthcare providers, in the United Kingdom, Australia, Latvia, and
Qatar, increase their organizational efficiency and deliver an
improved patient experience by way of improved communication and
information management, cost reductions and overall quality
improvements. The platform is comprised of three (3) product
suites: Patient Flow, Clinical hub, and Pre-operative assessments
(under the Synopsis Healthcare banner). See more at
https://www.intouchwithhealth.co.uk/.
ABOUT VITALHUB
VitalHub develops and supports mission-critical
information systems in the Social Service, Mental Health (Child,
Youth and Adult), Long Term Care, Community Health Service, Home
Health and Hospital sectors. VitalHub technologies include
Blockchain, Mobile, and Web-Based Assessment, Client Management and
Electronic Health Record solutions.
The Company has a robust two-pronged growth
strategy, targeting organic growth opportunities within its product
suite, and pursuing an aggressive M&A plan. Currently, VitalHub
serves 200+ clients across North America. VitalHub is based in
Toronto, Canada, with an offshore innovation hub in Sri Lanka. The
Company is publicly traded on the TSX Venture Exchange under the
symbol "VHI".
CAUTIONARY STATEMENT
The TSX Venture Exchange has in no way passed
upon the merits of the transactions and has neither approved nor
disapproved the contents of this press release. 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 press
release.
CONTACT INFORMATION
VitalHubDan Matlow Chief Executive Officer,
Director (416) 727-9061 dan.matlow@vitalhub.com
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
INFORMATION
This news release contains "forward-looking
information" within the meaning of Canadian securities legislation.
Forward-looking information generally refers to information about
an issuer's business, capital, or operations that is prospective in
nature, and includes future-oriented financial information about
the issuer's prospective financial performance or financial
position.
The forward-looking information in this news
release includes reference to disclosure about the terms of the
Acquisition and about Intouch. VitalHub made certain material
assumptions, including but not limited to: prevailing market
conditions; general business, economic, competitive, political and
social uncertainties; delay or failure to receive board,
shareholder or regulatory approvals; and the ability of VitalHub
and Intouch to execute and achieve its business objectives, to
develop the forward-looking information in this news release. There
can be no assurance that such statements will prove to be accurate,
as actual results and future events could differ materially from
those anticipated in such statements. Accordingly, readers should
not place undue reliance on forward-looking statements.
Actual results may vary from the forward-looking
information in this news release due to certain material risk
factors. These risk factors include, but are not limited to:
adverse market conditions; the inability of VitalHub and Intouch to
successfully integrate operations; reliance on key and qualified
personnel; and regulatory and other risks associated with the
medical and technology industries in general. The foregoing list of
material risk factors and assumptions is not exhaustive.
VitalHub assumes no obligation to update or
revise the forward-looking information in this news release, unless
it is required to do so under Canadian securities legislation.
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