Nova Leap Health Corp. Announces Execution of Definitive Agreement to Acquire Home Care Business in Ohio
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
HALIFAX, December 22, 2020 – NOVA LEAP HEALTH CORP. (TSXV: NLH) (“Nova Leap” or “the Company”), a 2019 TSX Venture 50™ ranked company focused on the home health care industry, is pleased to announce that it has executed a definitive agreement (the “Agreement”), dated December 22, 2020, to acquire a home care services company (“the Target”) located in Ohio. The Target reported unaudited revenues of approximately $2 million and adjusted EBITDA of approximately $260,000 for the 2019 calendar year. All amounts are in United States Dollars (“USD”) unless otherwise specified.
Under the terms of the Agreement, the acquisition is to be made for total consideration of $1,100,000 of which approximately $815,000 is payable with cash on closing, approximately $60,000 of client deposits are assumed and $225,000 is by way of a promissory note repayable over a two-year period bearing interest of 2% per annum. The promissory note will be secured by a corporate guarantee by Nova Leap Health Corp. and is subordinated to Nova Leap’s primary commercial lender.
The acquisition is expected to be immediately accretive, is at arm’s length and there are no finder fees to be paid.
“We’re pleased to continue with our expansion in Ohio after first entering the market this past April,” said Chris Dobbin, President & CEO of Nova Leap. “It’s a cause for celebration each time we are able to welcome wonderful people to our organization. Happy holidays.”
About Nova Leap
Nova Leap is an acquisitive home health care services company operating in one of the fastest-growing industries in the U.S. & Canada. The Company performs a vital role within the continuum of care with an individual and family centered focus, particularly those requiring dementia care. Nova Leap achieved the #10 Ranking in the 2019 TSX Venture 50™ in the Clean Technology & Life Sciences sector. The Company is geographically diversified with operations in 7 different U.S. states within the New England and South- Central regions as well as Nova Scotia, Canada.
Earnings before interest, taxes, depreciation and amortization (“EBITDA”), is calculated as the net income (loss), before acquisition and transaction costs, government grant income, non-cash expenses (including loss from disposal of assets, impairments, amortization and depreciation and stock-based compensation), foreign exchange gains/losses, interest expense, net of interest income and income tax expense.
FORWARD LOOKING INFORMATION:
Certain information in this press release may contain forward-looking statements, such as statements regarding future expansions and cost savings, the Company’s expected annualized recurring revenue run rate and plans regarding future acquisitions and financings. This information is based on current expectations and assumptions, including assumptions concerning general economic and market conditions, availability of working capital necessary for conducting Nova Leap’s operations, and Nova Leap’s ability to integrate its acquired businesses and maintain previously achieved service hour and revenue levels, that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. Risks that could cause results to differ from those stated in the forward-looking statements in this release include the impact of the COVID-19 pandemic or any recurrence, including government regulations or voluntary measures limiting the Company’s ability to provide care to clients (such as shelter-in-place orders, isolation or quarantine orders, distancing requirements, or closures or restricted access procedures at facilities where clients reside), increased costs associated with personal protective equipment and sanitization supplies, staff and supply shortages; regulatory changes affecting the home care industry, other unexpected increases in operating costs and competition from other service providers. All forward-looking statements, including any financial outlook or future-oriented financial information, contained in this press release are made as of the date of this release and included for the purpose of providing information about management’s current expectations and plans relating to the future. The Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in the Company’s filings with the Canadian securities regulators, which filings are available at www.sedar.com
For further information:
Chris Dobbin, CPA, CA
Director, President and CEO Nova Leap Health Corp.
T: 902 401 9480 F: 902 482 5177
Neither 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.