VITALHUB CORP. (TSXV: VHI) (the “Company” or “VitalHub”) is pleased
to announce today that it has acquired (the “Acquisition”) S12
Solutions Ltd. (“S12 Solutions”). This is VitalHub’s 10th
acquisition completed since 2017 and marks continued expansion into
the growing mental health patient-care sector.
- S12 Solutions has a recurring
revenue base of £1,550,000 (C$2,617,000) which represents almost
all of its revenue and adds to VitalHub’s growing Annualized
Contract Value (“ACV”) [footnote 1] base;
- For the first quarter ending March
31, 2021, S12 Solutions had an unaudited total revenue of
approximately £282,800 (C$477,423) generating an unaudited EBITDA
of £48,500 (C$81,878).
- VitalHub’s ACV, including the
recently-announced acquisition of selected assets of Jayex
Healthcare Ltd. and the acquisition of S12 Solutions, now stands at
C$18,187,000 (excluding Q1 2021 organic growth which has not yet
been reported);
- The Acquisition creates an
opportunity to organically grow ACV through implementing S12
Solutions’ products into the existing VitalHub customer base
globally; and
- S12 Solutions’ core platform has
scaled to 70% penetration within NHS England over its almost
four-year history, currently supporting 4,000+ AMHPs, s.12 doctors,
and claim processors and has the opportunity to expand sales into
Scotland, Wales, Northern Ireland and internationally.
S12 Solutions is a UK-based company, which helps
mental health professionals efficiently complete Mental Health Act
1983 (“MHA”) processes. S12 Solutions is a digital platform, which
connects Approved Mental Health Professionals (“AMHPs”) with
approved section 12 (“s.12”) doctors for MHA assessments in
England. AMHPs are able to find available, local doctors, create
s.12 doctor claims, and both AMHPs and doctors can create, complete
and share electronic statutory MHA forms.
S12 Solutions was founded in 2017 by Amy
Manning, an AMHP and Best Interest Assessor, who had become
frustrated with inefficient paper processes used to organize MHA
assessment teams. S12 Solutions’ platform supports mental health
crisis care pathway efficiency through timely access to the best
available assessing team for service users, more assessment
preparation time for AMHPs, and greater control over contact
information and s.12 work for doctors.
“S12 is a powerful platform with enormous
potential, addressing the remarkable need for health and social
care systems to work together and gain access to registered
professionals for urgent and time sensitive assessments of
patients,” said Dan Matlow, CEO of VitalHub Corp. “The need to
locate professionals during crisis situations continues to be an
important factor in ensuring patients in need are supported by
professionals best suited to their needs. S12 Solutions has
developed a platform that enables best-in-class response, built
with tremendous vision and understanding, resulting in a better
solution than what currently exists. With VitalHub’s significant
infrastructure and global footprint, we see a tremendous
opportunity to leverage this technology, both in its application
surrounding mental health, and toward disrupting other market
verticals where we believe this technology can be impactful.”
Total closing consideration for the Acquisition,
after net asset value adjustment, is approximately £3,980,000
(C$6,719,036) of which £3,580,000 (C$6,043,756) was paid in cash to
the shareholders of S12 Solutions, subject to a 20% escrow for nine
months and £400,000 (C$675,280) was paid with 229,144 common shares
of VitalHub which will be released over a thirty-six (36) month
period.
VitalHub has also agreed to certain additional
cash payments up to a maximum of £2,000,000 pursuant to an earn-out
clause triggered on achievement of certain business milestones of
S12 Solutions in the following three-year period. S12 Solutions
management, Amy Manning and Tim Webster, will continue to remain at
the company to lead growth initiatives.
“We are delighted to join the VitalHub family
and cannot wait to take S12 Solutions to the global market. Our
goal has always been to support our health and social care partners
as best we can and we feel this partnership will allow us to
develop more products to help and support this incredible group,”
Tim Webster, Operations Director.
“The journey from initially having the idea for
this platform back in 2017, to developing, learning and undertaking
spread and adoption work across England has been an amazing
experience. We are so proud of our team’s work and the
collaborative relationships we have built with our colleagues in
health and social care across the country. Joining the VitalHub
team represents an exciting opportunity for us to further
strengthen our platform with new offerings that are attractive to
the UK and internationally,” said Amy Manning.
Footnote 1 – Annualized Contract Value (“ACV”)
is a non-IFRS measure. The Company defines ACV of recurring revenue
as the contracted annual renewable software license fees and
maintenance services.
ABOUT S12 SOLUTIONS LTD.
S12 Solutions was founded in 2017 to streamline
inefficient manual processes used to organize MHA assessment teams.
These processes often delayed assessments, and increased distress
and risk for the person awaiting their assessment. Convinced
technology could help, the founding team conducted research with
AMHPs, s.12 doctors, and other stakeholders, before developing a
platform that connected AMHPs with local, available s.12
doctors.
The platform has evolved with changing health
and social care needs to become the only system able to provide MHA
Assessment Team organization, Video Calling, Electronic Statutory
MHA Forms, and s.12 doctor Claim Form creation, submission, and
payment. The company supports 4,000+ AMHPs, s.12 doctors, and claim
processors, with 70% of NHS England’s Mental Health Trusts
represented on the platform.
ABOUT VITALHUB
Software for Health and Human Services providers
designed to simplify the user experience & optimize
outcomes.
VitalHub provides technology to Health and Human
Services providers including; Hospitals, Regional Health
Authorities, Mental Health, Long Term Care, Home Health, Community
and Social Services. VitalHub solutions span the categories of
Electronic Health Record (EHR), Case Management, Care Coordination,
Patient Flow & Operational Visibility, and DOCit Mobile
Apps.
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 275+ clients across Canada, USA, UK, Australia, Qatar, and
Latvia. VitalHub is based in Toronto, Canada, with an offshore
development hub in Sri Lanka. The Company is publicly traded on the
TSX Venture Exchange under the symbol “VHI”.
CONTACT INFORMATION
VitalHub Corp.Dan MatlowChief Executive Officer,
Director(416) 727-9061dan.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 S12 Solutions. 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 S12 Solutions 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 S12
Solutions 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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