Totally PLC Payment of deferred consideration for About Health (4401S)
October 02 2017 - 9:00AM
UK Regulatory
TIDMTLY
RNS Number : 4401S
Totally PLC
02 October 2017
2 October 2017
Totally plc
("Totally", "the Company" or the "Group")
Payment of initial tranche of deferred consideration pursuant to
the acquisition of About Health Limited
On 16 June 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 About Health
Limited ("About Health"), a leading provider of dermatology and
referral management services to the NHS in the UK.
The maximum consideration for the acquisition of About Health is
GBP7.7 million, wholly based on its financial performance. The
initial consideration, payable to the vendors of About Health on
completion, was satisfied through a cash payment of GBP1.83 million
(the "Initial Payment"). The initial consideration was subsequently
reduced by GBP0.12 million following an adjustment based on About
Health's completion accounts. Under the acquisition agreement
entered into between Totally and the vendors of About Health on 15
June 2016, there are a further three potential deferred payments
payable based on the financial performance of About Health for the
years ended 31 March 2017, 31 March 2018 and 31 March 2019. Further
details on the deal structure are detailed in the announcement
released by the Company on 16 June 2016.
The Board of Totally is pleased to report that the first
deferred payment was made on 26 September 2017. About Health's
financial performance for the first earn-out period ended 31 March
2017 has been in line with the Board's expectations and this has
resulted in a payment of approximately GBP1.11 million in cash
being made to the vendors of About Health (the "Y2 Payment"). The
calculation of the Y2 Payment has been based on the pre-tax profits
of About Health for the year ended 31 March 2017 and is in
accordance with the methodology outlined in the announcement
released by Totally on 16 June 2016 and the acquisition agreement
that was entered into with About Health.
Wendy Lawrence, CEO of Totally, commented: "Since Totally's
acquisition of About Health in June 2016 the business has performed
exceptionally. We have witnessed significant momentum building not
only in the number of contracts being signed with NHS Clinical
Commissioning Groups but also the quality, diversity and value of
these contracts, reinforcing About Health's market leading position
in Dermatology and Referral Management Services (RMS).
"The performance of About Health to date demonstrates our
ability to acquire high quality businesses as part of our
buy-and-build strategy."
ENDS
For further information please contact:
020 3866
Totally plc 3335
Wendy Lawrence, Chief Executive
Bob Holt, Chairman
Allenby Capital Limited (Nominated 020 3328
Adviser & Joint Corporate Broker) 5656
Nick Athanas
Virginia Bull
James Thomas
Cenkos Securities plc (Joint Corporate 020 7397
Broker) 8900
Alex Aylen - Sales
Bobbie Hilliam - Corporate Finance
020 3735
Yellow Jersey PR 8825
Felicity Winkles
Georgia Colkin
Joe Burgess
Notes to Editors
Totally plc aims to become the leading 'out of hospital'
healthcare service provider in the UK, helping to address some of
the biggest challenges faced by the UK healthcare sector. By
working to deliver preventative and responsive care through its
subsidiaries across multiple disciplines, Totally's goal is to
improve people's health, reduce healthcare reliance, re-admissions
and emergency admissions.
Totally, via its subsidiaries, operates within the UK's
outsourced healthcare market, estimated to be worth in excess of
GBP20bn per year for the NHS alone. These services include care in
the community, GP surgeries, patents' homes, prisons and other
public sector organisations, places of work as well as mobile
locations.
The Company is currently engaged in delivering a progressive
'buy and build' consolidation strategy within the UK's fragmented
healthcare market and raised approximately GBP18 million in
February 2017 to capitalise on the attractive opportunities that
its disruptive, outcome-based, outsourced healthcare service model
offers, to ultimately deliver value to shareholders as it continues
to build critical mass in 2017 and beyond.
www.totallyplc.com
Premier Physical Healthcare - occupational physiotherapy to NHS,
prisons and the police force (acquired April 2016)
A wholly owned subsidiary of Totally plc, provides a
comprehensive range of treatments and advice for musculoskeletal
injuries and conditions. It delivers physiotherapy and podiatry to
NHS patients and 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.
Totally completed the acquisition of Premier Physical Healthcare
Limited on 1 April 2016.
www.premierphysicalhealthcare.co.uk
About Health Limited - provider of community based dermatology
services and referral management services (acquired June 2016)
A wholly owned subsidiary of Totally plc and a leading provider
of dermatology and referral management services to the NHS in the
UK. About Health has been providing community based health services
under contract to the NHS since 2009 and the company is CQC
registered. Totally completed the acquisition of About Health
Limited on 15 June 2016.
www.abouthealthgroup.com
Optimum Sports Performance Centre Limited - providing
physiotherapy to private markets (acquired November 2016)
A wholly owned subsidiary of Totally plc, provides physiotherapy
services in 24 towns across 10 counties in the UK. Optimum has a
talented team of physiotherapists, strength and conditioning
coaches and rehabilitation specialists to assist clients both in
injury recovery and in training to prevent injuries occurring.
Optimum became one of the first physiotherapy providers in the UK
to obtain ISO9001:2008 certification in 2013. Totally completed the
acquisition of Optimum Sports Performance Centre Limited on 14
November 2016.
www.optimumsportsperformance.com
Totally Health - clinical health coaching via B2B model to the
NHS and the private sector, and B2C via MyClinicalCoach
A wholly owned subsidiary of Totally plc, provides an innovative
model of medically driven, and personalised Clinical Health
Coaching to educate patients and give them confidence to
self-manage their conditions. The service supports the management
of long term conditions in patients such as chronic obstructive
pulmonary disease (COPD), diabetes and wider wellness issues such
as smoking cessation and obesity management.
www.totallyhealth.com
www.myclinicalcoach.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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