Watchstone Group PLC Sale of Healthcare Services (5255M)
September 17 2019 - 2:01AM
UK Regulatory
TIDMWTG
RNS Number : 5255M
Watchstone Group PLC
17 September 2019
The information contained within this announcement is deemed to
constitute inside information as
stipulated under the Market Abuse Regulation (EU) No. 596/2014.
Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
Watchstone Group plc
("Watchstone" or the "Company" or the "Group")
Sale of PT Healthcare Solutions Corp. and other subsidiaries
forming its Healthcare services business
Watchstone Group plc (LON:WTG) announces that its Canadian
subsidiary, Quindell Services Inc. ("QSI") has agreed to sell its
wholly owned subsidiary PT Healthcare Solutions Corp. ("ptHealth")
and other subsidiaries forming its Canadian Healthcare services
business ("Healthcare Services") for an initial cash consideration
of Canadian $36.2m (GBP22.3m ) on a cash and debt free basis to
11628542 Canada Inc. a wholly owned subsidiary of LM Holdings Corp.
(collectively "LMH") ("the Sale").
In addition, QSI will be due up to a further C$0.8m (GBP0.5m)
conditional on the business generating target revenues in the first
year after its acquisition by LMH. Typical commercial warranties
have been given to LMH and the Group's liability under those
warranties is subject to customary limitations. The completion of
the transaction is subject to limited conditions, including receipt
of certain change of control consents. Subject to satisfaction of
the conditions precedent, the Sale is scheduled to complete on 30
September 2019 with a long stop completion date of 29 November
2019. Watchstone is a guarantor to the agreement, guaranteeing
performance of QSI's obligations.
Healthcare Services comprises ptHealth and Innocare. ptHealth is
a national healthcare company that owns and operates physical
rehabilitation clinics across Canada. From large cities to small
communities, ptHealth delivers quality services in a compassionate
and patient-centred atmosphere that is focused on providing
recovery solutions for its patients.
As announced in the interim results on 4 September 2019, the
trading results of the Healthcare Services business have been
largely flat year on year with a marginal increase in revenues to
C$26.3m in H1 2019 compared to C$26.1m in H1 2018.
As at 30 June 2019, the net assets of Healthcare Services
totalled C$18.1m (GBP10.9m), including outstanding preference
shares of C$5.2m (GBP3.1m). The preference shares will be settled
in full on closing out of the gross proceeds of the Sale. EBITDA
for the six months ended 30 June 2019 was C$2.5m (GBP1.4m). As at
31 December 2018, the net assets of Healthcare Services were
C$17.1m (GBP9.9m), net of preference shares, and EBITDA for the
year ended 31 December 2018 was C$1.5m (GBP0.9m). EBITDA for the
year ended 31 December 2018 was stated prior to the adoption of
IFRS 16 in respect of Leases.
The Directors, who have been advised by National Bank Financial
Inc. of Canada, consider the terms of the Sale to be fair and
reasonable. The Directors consider the Sale to be in the best
interests of the Group's shareholders and other stakeholders and to
be consistent with the Group's previously stated objective to
prepare our businesses for future disposal and to divest at the
optimal time.
The net cash proceeds of the Sale after settlement of costs and
the remaining outstanding ptHealth Preference Shares (totalling
approximately C$3.9m (GBP2.3m) as at 31 August 2019) will be kept
on deposit and managed prudently until a distribution to
shareholders can be effected. As previously announced, no
distribution of capital will be made to shareholders of Watchstone
until the Slater & Gordon litigation has been resolved.
For further information:
Watchstone Group plc Tel: 03333 448048
Alex Nekrassov
alexnekrassov@newcenturymedia.co.uk
WH Ireland Limited, Nominated Adviser and broker Tel: 020 7220
Chris Hardie 1666
Lydia Zychowska
------------------
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
DISMMGMLMVGGLZZ
(END) Dow Jones Newswires
September 17, 2019 02:01 ET (06:01 GMT)
Watchstone (LSE:WTG)
Historical Stock Chart
From Aug 2024 to Sep 2024
Watchstone (LSE:WTG)
Historical Stock Chart
From Sep 2023 to Sep 2024