Skylight Health Announces Closing of Florida Clinic with 2020 Performance of $6MM in Revenue and $1.35MM in EBITDA

Rhea-AI Summary

Skylight Health Group (SHGFF) announced the acquisition of Florida-based River City Medical Associates (RCMA), enhancing its footprint to 16 U.S. states. The acquisition, valued at US$4.4 million, is expected to be accretive to earnings and adds $6 million in revenue and $1.35 million in EBITDA from RCMA, which operates 6 clinics. Following this transaction, Skylight forecasts a $46 million annual run rate. RCMA's founder will join Skylight as Market Lead in Florida, focusing on growth and expansion of services amid a supportive telemedicine environment.

Positive

• Acquisition of RCMA expands Skylight's operations to 16 U.S. states.
• RCMA generated $6 million in revenue and $1.35 million in EBITDA in 2020.
• Transaction expected to be immediately accretive to earnings.
• Forecasted annual run rate of $46 million after completing announced transactions.
• Established network of 6 clinics will drive organic growth and new service opportunities.

Negative

• None.

TORONTO, Feb. 04, 2021 (GLOBE NEWSWIRE) -- Skylight Health Group Inc (TSXV:SHG; OTCQX: SHGFF) (“Skylight Health” or the “Company”), is pleased to announce the closing of Florida-based clinic – River City Medical Associates (“RCMA”), previously announced December 10, 2020. This acquisition expands the Company’s bricks and mortar and telemedicine services to 16 US states and its 2020 financial performance was $6 million in revenue and $1.35 million in EBITDA which is an improvement since the initial acquisition announcement.

• RCMA is an established medical practice with 6 locations throughout Florida.
• In 2020, the clinic generated $6 million in revenue and $1.35 million in EBITDA.
• Skylight Health has forecasted its annual run rate following anticipated completion of all announced transactions would be $46 million.
• Total consideration value of US$4.4 million for the acquisition representing a 4.1x EBITDA multiple.
• RCMA founder Dr. Vipul Patel will continue with Company as Market Lead - Florida, driving future organic and acquisition growth in the state.
• This transaction will be immediately accretive to the Company, adding new state growth and synergistic services offerings to existing Company practices.

RCMA has been operating an established and high growth multi-disciplinary network of clinics with 6 locations across Florida. Services to patients include primary care, urgent care, allied health & wellness, laboratory procedures, drive up COVID-19 testing, and preventive screenings, among others. Services provided by the Clinic are primarily reimbursed through insurance carriers including Medicare, Medicaid, and other commercial payors. Market Lead also leverages telemedicine as a delivery model for its existing patient base.

Skylight Health expects to see continued growth in patient registrations and visits as RCMA continues to thrive notwithstanding the challenges most clinics have faced due to the recent COVID-19 pandemic. Management will remain with RCMA to continue to accelerate growth across the state of Florida. RCMA will provide an established platform to continue to add new acquisitions in the state of Florida. Further, management will leverage their knowledge of developing a working and robust multi-disciplinary practice of allied health offerings to expand services within existing SHG clinics across other US markets. This immediately drives new service opportunities for the previous Skylight Health national base of 150,000 patients and add new insurable services revenues organically.

“We remain focused on establishing a strong national footprint to provide Americans with access to affordable and accessible quality care,” said Prad Sekar, co-founder and CEO of Skylight Health. “With the expansion into Florida by way of acquisition, we not only move into a new state, but add 6 new clinics with high-talent operators that have been innovative in their approach in bridging wellness and traditional healthcare together. Dr. Patel has a successful history in acquisition and organic growth. We welcome his expertise and market knowledge of Florida to drive future growth in the state.”

This acquisition supports and strengthens the 3-prong growth model which includes growth from the current infrastructure, new services and acquisitions. Skylight Health will pay a transaction value of US$4.4 million which is comprised of 66% cash all payable within 90 days of closing and 34% in common shares of the Company released quarterly with 20% of the share consideration payable on closing representing 374,167 shares issued at a price of $1.2785 and 5 installments quarterly for the remainder of the shares. Price of the remaining shares are calculated at the greater of (1) a consecutive 10-day average trading price of SHG preceding each issuance or (2) the lowest price permitted under the rules of the TSX Venture Exchange. In 2019, RCMA generated $5 million in revenue and EBITDA of $1.2 million, illustrating a strong organic improvement year over year. The shares issued as consideration on closing are legended and restricted from trading until June 4, 2021.

About Skylight Health Group

Skylight Health Group (TSXV:SHG; OTCQX:SHGFF) is a healthcare services and technology company, working to positively impact patient health outcomes. The Company operates a US multi-state health network that comprises of physical multi-disciplinary medical clinics providing a range of services from primary care, sub-specialty, allied health and laboratory/diagnostic testing. The Company owns and operates a proprietary electronic health record system that supports the delivery of care to patients via telemedicine and other remote monitoring system integrations. With a patient roster of over 155,000 patients, the Company’s operations servicing 16 states and continues to expand in services and locations both organically and by way of strategic acquisitions.

The Company primarily operates a traditional insurable fee-for-service model contracting with Medicare, Medicaid and other Commercial Payors. The Company also offers a disruptive subscription-based telemedicine service for the un/under-insured population who have limited access to urgent care due to cost.

For more information, please visit www.skylighthealthgroup.com or contact:

Investor Relations:
Jackie Kelly
investors@skylighthealthgroup.com
416-301-2949

Currency Usage, Cautionary and Forward-Looking Statements

All currency contained in this Press Release represent Canadian Dollars unless otherwise stated.

Statements in this news release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors disclosed here and elsewhere in Skylight Health's filings with Canadian securities regulators. When used in this news release, words such as "will, could, plan, estimate, expect, intend, may, potential, believe, should," and similar expressions, are forward-looking statements.

Forward-looking statements may include, without limitation, statements regarding the Company's unaudited financial results and projected growth.

Financial forecasts in this release are based on the current revenue run rate of Skylight Health, all of its recently completed acquisitions, and its pending acquisitions. This forecast is subject to the closing of any and all pending acquisitions, and successful integration of all its current and future acquisitions without any loss or interruptions of revenues during the integration and transition process. The Company may revise this forecast from time to time and investors should not solely rely on this forward-looking guidance when making an investment decision.

Although Skylight Health has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those contained in the forward-looking statements, there can be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended, including, but not limited to: the ability of Skylight Health to execute on its business strategy, continued revenue growth in accordance with management’s expectations, operating expenses continuing in accordance with management expectations, dependence on obtaining regulatory approvals; Skylight Health being able to find, complete and effectively integrate target acquisitions; change in laws relating to health care regulation; reliance on management; requirements for additional financing; competition; hindering market growth or other factors that may not currently be known by the Company.

There can be no assurance that such information will prove to be accurate or that management's expectations or estimates of future developments, circumstances or results will materialize. As a result of these risks and uncertainties, the results or events predicted in these forward-looking statements may differ materially from actual results or events.

Accordingly, readers should not place undue reliance on forward-looking statements. The forward-looking statements in this news release are made as of the date of this release. Skylight Health disclaims any intention or obligation to update or revise such information, except as required by applicable law, and Skylight Health does not assume any liability for disclosure relating to any other company mentioned herein.

Non-GAAP Financial Measures

This Press Release contains references to EBITDA and Gross Margin. These financial measures are not measures that have any standardized meaning prescribed by IFRS and are therefore referred to as non-GAAP measures. The non-GAAP measures used by the corporation may not be comparable to similar measures used by other companies. EBITDA is defined as “income (loss) before interest expenses, taxes, expenses related to listing on the Canadian Securities Exchange, depreciation, foreign exchange and financial expenses.

The Company uses these non-GAAP measures because they provide additional information on the performance of its commercial operations. Such tools are frequently used in the business world to analyze and compare the performance of businesses; however, the Company’s definition of these metrics may differ from those of other businesses. Skylight Health will, at times, use certain non-GAAP financial measures to provide readers with additional information in order to assist investors in understanding our financial and operating performance.  Skylight Health believes that these non-GAAP measures provide readers with useful information about the Company’s operating results, enhance the overall understanding of past financial performance and future prospects, and allow for greater transparency with respect to key metrics used by management in its financial and operational decision making.

Adjusted EBITDA excludes the effect of share-based compensation expenses and related payroll taxes as well as removes substantial one-time costs for unusual business activities. Additional discussion on this can be found in the Skylight Health Management Discussion and Analysis filed on SEDAR.

Such non-GAAP financial measures should be considered as a supplement to, and not as a substitute for, the corresponding measures calculated in accordance with IFRS. See the Company’s audited Financial Statements for a reconciliation of the non-GAAP measures.

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 release.

FAQ

What is the significance of Skylight Health Group's acquisition of River City Medical Associates?

The acquisition expands Skylight's operations to 16 states, adds $6 million in revenue, and is expected to enhance earnings.

How much did Skylight Health Group pay for the acquisition of RCMA?

Skylight Health Group paid a total consideration of US$4.4 million for the acquisition.

What is the forecasted annual run rate for Skylight Health Group after the RCMA acquisition?

Following all announced transactions, Skylight Health Group forecasts an annual run rate of $46 million.

What are the financial metrics for River City Medical Associates in 2020?

In 2020, RCMA generated $6 million in revenue and $1.35 million in EBITDA.

Who will lead the Florida market for Skylight Health Group after acquiring RCMA?

Dr. Vipul Patel, the founder of RCMA, will continue on as the Market Lead for Florida.