Totally PLC Payment: initial tranche of deferred consideration (3305H)
August 16 2016 - 9:26AM
UK Regulatory
TIDMTLY
RNS Number : 3305H
Totally PLC
16 August 2016
16 August 2016
Totally plc ("Totally", "the Company" or the "Group")
Payment of initial tranche of deferred consideration pursuant to
the acquisition of Premier Physical Healthcare Limited
On 15 March 2016 Totally plc (AIM: TLY), the provider of a range
of out-of-hospital services to the UK healthcare sector, announced
the acquisition of the entire issued share capital of Premier
Physical Healthcare Limited ("Premier"), a leading provider of
treatment and advice for musculoskeletal injuries and conditions to
both public and private patients.
The maximum consideration for the acquisition of Premier was
GBP6.75 million, based on its financial performance. The initial
consideration, payable to Premier on completion, on 1 April 2016,
was satisfied through a cash payment of GBP371,974, equal to seven
times the EBITDA of Premier for the period commencing 1 April 2015
and ending 31 January 2016 (the "Y1 Initial Payment"). Under the
acquisition agreement entered into between Totally and the vendors
of Premier on 14 March 2016, there are a further four potential
deferred payments payable between 2016 and 2019, based on the
financial performance of Premier. Further details on the earn-out
structure are detailed in the admission document published by the
Company on 15 March 2016.
The Board of Totally is pleased to report that the first
deferred payment has been made today. Premier's financial
performance for the first earn-out period ended 31 March 2016 has
been in line with the Board's expectations and this has resulted in
a payment of GBP172,101 in cash being made today to the vendors of
Premier (the "Y1 Payment"). The Y1 Payment has been calculated on
the basis of seven times the EBITDA of Premier for the year ended
31 March 2016 (less the Y1 Initial Payment).
Wendy Lawrence, CEO of Totally, commented, "I am extremely
pleased that the Company is able to announce the completion of its
first deferred payment for Premier Physical Healthcare. The
acquisition of Premier was an important first step in our buy and
build strategy for expanding the Group and having based the
consideration around the business performance we have been able to
effectively ensure alignment between Totally plc, its subsidiaries
and its shareholders.
"Premier's performance since acquisition has demonstrated
Totally's capability to acquire and integrate businesses into the
Group that share its vision for providing leading out of hospital
services for the UK healthcare industry. Premier has already
secured a number of contract wins and renewals since our
acquisition which have expanded the business across the UK, and we
have no doubt that there will be more to come in the
near-term."
ENDS
Contacts
Totally Plc 020 3866 3335
Wendy Lawrence, Chief Executive
Bob Holt, Chairman
Allenby Capital Limited (Nominated
Adviser & Broker) 020 3328 5656
Nick Athanas
Nick Naylor
Alex Brearley
Yellow Jersey PR
Felicity Winkles 0203 735 8828
Joe Burgess 0203 735 8918
Josh Cole 0203 735 8824
Notes to Editors
Totally plc is focused on becoming the UK's leading provider of
out of hospital care in community settings, GP surgeries and
patients' homes, from diagnosis through to discharge. The Company
is currently engaged in delivering its 'buy and build' expansion
strategy, adding to the range of services provided by the Group
through working with organisations that share its vision. By
working to deliver sustainable self-care management and education,
Totally's goal is to reduce healthcare reliance, re-admissions and
emergency admissions.
Totally, via its subsidiaries, currently operates contracts with
NHS England, several CCGs and other public and private sector
organisations across England, delivering a wide range of healthcare
services.
http://www.totallyplc.com/
Totally Health, a wholly owned subsidiary of Totally plc,
provides an innovative model of medically driven, and personalised
Clinical Health Coaching to help support patients with long-term
health conditions, improve outcomes and reduce healthcare costs.
The service delivers sustainable behavioural changes, enabling
patients to be educated and confident to self-manage their
conditions. This in turn aids long-term behavioural change and
reduces healthcare reliance, re-admissions and emergency
admissions. Totally Health provides the leading Clinical Health
Coaching service in England to NHS patients via a number of
programmes commissioned by CCGs, using a model that complements and
supports existing health care pathways.
www.totallyhealth.com
Premier Physical Healthcare Limited, a wholly owned subsidiary
of Totally plc, provides a comprehensive range of treatments and
advice for musculoskeletal injuries and conditions. They deliver
physiotherapy and podiatry to NHS patients. Premier also has
contracts with various police forces and prison sites; as well as
providing occupational health and ergonomic services to corporate
clients, such as display screen equipment assessments; post-injury
returns to work suitability assessments; podiatry treatment; and
sports massage services. The business also has a network of clinics
located in health and fitness centres. Totally completed the
acquisition of Premier Physical Healthcare Limited on 1 April
2016.
www.premierphysicalhealthcare.co.uk
Totally plc's other operating businesses include:
My Clinical Coach is a new direct-to-consumer health-coaching
service for people with long-term health conditions. Individuals or
their families can choose to subscribe to the service, which is a
personal, professional, clinically-focused and patient-centered
service, tailored for each individual. The service was initially
launched in early 2016 with the second phase launch taking place at
the end of June 2016. Totally Health operates my Clinical
Coach.
www.myclinicalcoach.com
About Health Limited, a wholly owned subsidiary of Totally plc,
has been providing community based health services under contract
to the NHS since 2009 and the company is CQC registered. They
provide community dermatology services to 18 clinics across
Lancashire, Dorset and Hampshire. From 2013 to 2015 About Health
was shortlisted for the Primary/Community Care Provider of the Year
award at the annual Health Investor Awards. About Health is
headquartered in Blackburn, Lancashire. Totally completed the
acquisition of About Health Limited on 15 June 2016.
http://abouthealthgroup.com/
This information is provided by RNS
The company news service from the London Stock Exchange
END
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