Quipt Home Medical Corp. (“
Quipt” or the
“
Company”) (NASDAQ:QIPT; TSXV:QIPT), a U.S. based
home medical equipment provider focused on end-to-end respiratory
care, is pleased to announce that it has closed its previously
announced bought deal public offering (the “
Public
Offering”) of common shares in the capital of the
Company (the “
Common Shares”). The Public Offering
was conducted through a syndicate of underwriters led by Beacon
Securities Limited and Canaccord Genuity Corp. (the
“
Co-Lead Underwriters”) on behalf of a syndicate
of underwriters including Echelon Wealth Partners Inc., Raymond
James Ltd., Stifel GMP, Eight Capital, Leede Jones Gable Inc. and M
Partners Inc. (together with the Co-Lead Underwriters, the
“
Underwriters”). In connection with the Public
Offering and the U.S. Private Offering (defined below), the Company
issued a total of 5,129,000 Common Shares at an issue price of
$7.85 per Common Share (the “
Issue Price”) for
aggregate gross proceeds of $40,262,650, which includes 669,000
Common Shares issued pursuant to the exercise of the over-allotment
option granted to the Underwriters.
Concurrent with the closing of the Public
Offering, the Underwriters also completed a brokered private
placement, on a commercially reasonable best efforts basis (the
“Private Placement”), of 280,000 Common Shares at
the Issue Price, for aggregate gross proceeds of $2,198,000. As a
result of the completion of the Public Offering and Private
Placement (the “Offering”), the Company has raised
aggregate gross proceeds of $42,460,650.
The Company intends to use the proceeds of the
Offering for repayment of debt, potential future acquisitions,
working capital and general corporate purposes. The Underwriters
received a cash commission of $2,123,032.50, representing 5.0% of
the aggregate gross proceeds of the Offering.
The Common Shares were offered under the Public
Offering in the Provinces and Territories of Canada (other than
Quebec) by way of a prospectus supplement to the Company’s existing
short form base shelf prospectus dated November 11, 2021, which was
filed in each of the Provinces and Territories of Canada, and
offered in the United States to Qualified Institutional Buyers (as
defined in Rule 144A under the United States Securities Act of
1933, as amended (the “1933 Act”)) by way of
private placement pursuant to an exemption from the registration
requirements of the 1933 Act (the “U.S. Private
Offering”), or under other exemptions from the
registration requirement that are available under the 1933 Act, and
pursuant to any applicable securities laws of any state of the
United States. The Common Shares were sold in the Province of
Quebec pursuant to the Private Placement.
The securities referred to in this news release
have not been, nor will they be, registered under the 1933 Act and
may not be offered or sold within the United States or, directly or
indirectly, to, or for the account or benefit of, U.S. persons
absent U.S. registration or an applicable exemption from the U.S.
registration requirements. This press release does not constitute
an offer for sale of securities, nor a solicitation for offers to
buy any securities in the United States, nor in any other
jurisdiction in which such offer, solicitation or sale would be
unlawful. Any public offering of securities in the United States
must be made by means of a prospectus containing detailed
information about the company and management, as well as financial
statements.
Claret Asset Management Corporation, which
holds more than 10% of the issued and outstanding Common Shares,
was the sole subscriber in the Private Placement, thus the
subscription is considered a “related party transaction” as
defined under Multilateral Instrument 61-101 (“MI
61-101”). The subscription is exempt from the formal
valuation and minority shareholder approval requirements of MI
61-101 as at the time the transaction was agreed to, neither the
fair market value of the transaction, nor the fair market value of
the consideration for, the transaction, insofar as it involved
interested parties, exceeded 25% of the Company’s market
capitalization.
ABOUT QUIPT HOME MEDICAL
CORP.
The Company provides in-home monitoring and
disease management services including end-to-end respiratory
solutions for patients in the United States healthcare market. It
seeks to continue to expand its offerings to include the management
of several chronic disease states focusing on patients with heart
or pulmonary disease, sleep disorders, reduced mobility, and other
chronic health conditions. The primary business objective of the
Company is to create shareholder value by offering a broader range
of services to patients in need of in-home monitoring and chronic
disease management. The Company’s organic growth strategy is to
increase annual revenue per patient by offering multiple services
to the same patient, consolidating the patient’s services, and
making life easier for the patient.
Reader Advisories
There can be no assurance that any potential
acquisitions will be completed by the Company. No definitive
agreements have been executed. Completion of any transaction will
be subject to applicable director, shareholder, and regulatory
approvals.
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.
Forward-Looking Statements
Certain statements contained in this press
release constitute "forward-looking information" as such term is
defined in applicable Canadian securities legislation. The words
"may", "would", "could", "should", "potential", "will", "seek",
"intend", "plan", "anticipate", "believe", "estimate", "expect" and
similar expressions (including negative and grammatical variations)
as they relate to the Company, including: the use of the net
proceeds from the Offering; and the Company completing additional
acquisitions; are intended to identify forward-looking information.
All statements other than statements of historical fact may be
forward-looking information. Such statements reflect the Company's
current views and intentions with respect to future events, and
current information available to the Company, and are subject to
certain risks, uncertainties and assumptions, including, without
limitation; and the Company successfully identifying, negotiating
and completing additional acquisitions. Many factors could cause
the actual results, performance or achievements that may be
expressed or implied by such forward-looking information to vary
from those described herein should one or more of these risks or
uncertainties materialize. Examples of such risk factors include,
without limitation: risks related to credit, market (including
equity, commodity, foreign exchange and interest rate), liquidity,
operational (including technology and infrastructure),
reputational, insurance, strategic, regulatory, legal,
environmental, and capital adequacy; the general business and
economic conditions in the regions in which the Company operates;
the ability of the Company to execute on key priorities, including
the successful completion of acquisitions, business retention, and
strategic plans and to attract, develop and retain key executives;
difficulty integrating newly acquired businesses; the ability to
implement business strategies and pursue business opportunities;
low profit market segments; disruptions in or attacks (including
cyber-attacks) on the Company's information technology, internet,
network access or other voice or data communications systems or
services; the evolution of various types of fraud or other criminal
behavior to which the Company is exposed; the failure of third
parties to comply with their obligations to the Company or its
affiliates; the impact of new and changes to, or application of,
current laws and regulations; decline of reimbursement rates;
dependence on few payors; possible new drug discoveries; a novel
business model; dependence on key suppliers; granting of permits
and licenses in a highly regulated business; the overall difficult
litigation environment, including in the U.S.; increased
competition; changes in foreign currency rates; increased funding
costs and market volatility due to market illiquidity and
competition for funding; the availability of funds and resources to
pursue operations; critical accounting estimates and changes to
accounting standards, policies, and methods used by the Company;
the occurrence of natural and unnatural catastrophic events and
claims resulting from such events; and risks related to COVID-19
including any escalation thereof and various recommendations,
orders and measures of governmental authorities to try to limit the
pandemic, including any travel restrictions, border closures,
non-essential business closures, quarantines, self-isolations,
shelters-in-place and social distancing, disruptions to markets,
economic activity, financing, supply chains and sales channels, and
a deterioration of general economic conditions including a possible
national or global recession; as well as those risk factors
discussed or referred to in the Company’s disclosure documents
filed with the securities regulatory authorities in certain
provinces of Canada and available at www.sedar.com. Should any
factor affect the Company in an unexpected manner, or should
assumptions underlying the forward-looking information prove
incorrect, the actual results or events may differ materially from
the results or events predicted. Any such forward-looking
information is expressly qualified in its entirety by this
cautionary statement. Moreover, the Company does not assume
responsibility for the accuracy or completeness of such
forward-looking information. The forward-looking information
included in this press release is made as of the date of this press
release and the Company undertakes no obligation to publicly update
or revise any forward-looking information, other than as required
by applicable law.
For further information please visit our website
at www.Quipthomemedical.com, or contact:
Cole StevensVP of Corporate DevelopmentQuipt
Home Medical Corp.859-300-6455cole.stevens@myquipt.com
Gregory CrawfordChief Executive OfficerQuipt
Home Medical Corp.859-300-6455investorinfo@myquipt.com
Quipt Home Medical (NASDAQ:QIPT)
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