QIC.v Quantum Int'l to sell health care unit for $3M (U.S.)
2017-02-06 08:53 ET - News Release
Mr. Hassan Ijaz reports
QUANTUM INTERNATIONAL INCOME CORP. ENTERS INTO AGREEMENT TO SELL HEALTHCARE BUSINESS
Quantum International Income Corp. has entered into a stock purchase agreement (SPA) with DGAT Partners LLC, whereby the corporation will sell to the purchaser all of the issued common shares of Quantum CSS Holdings Corp., the wholly owned subsidiary of the corporation through which it holds its interest in Centers for Special Surgery LLC (CSS Sub). CSS Sub is the sole member of Center for Special Surgery of Essex County LLC, a New Jersey limited liability company that owns and operates certain surgery centres in the New Jersey area. CSS Holdings and the purchaser are the sole members of CSS Sub.
In consideration for the CSS Holdings Shares, the Purchaser shall pay the Corporation USD$3,000,000 (the "Purchase Price"). The Purchaser may elect to either (i) fund the full Purchase Price in cash on the closing of the Sale (the "Closing"), or (ii) fund USD$2,400,000 in cash on Closing and USD$600,000 following Closing in deferred consideration.
On the Closing, the Purchaser shall also pay the Corporation USD$59,500 in full and final satisfaction of all amounts due and owing by the Purchaser to the Corporation pursuant to a share purchase agreement dated January 15, 2016 to which the Purchaser and the Corporation are parties.
"Although Quantum continues to explore investment opportunities in the healthcare industry" commented Manu K. Sekhri, Chief Executive Officer of the Corporation, "it has determined that this is the appropriate time to exit this investment and strengthen its balance sheet."
For its services in connection with the Sale, the Corporation has agreed to pay Richardson GMP Ltd. a cash finder's fee of 1.5% of the gross proceeds of the Sale within five business days of the Closing.
Completion of the Sale is subject to the satisfaction of certain pre-conditions including receipt of all required approvals from the TSX Venture Exchange and the Purchaser obtaining the requisite debt financing. The Sale is expected to close on or before April 15, 2017.
About Quantum International Income Corp.
The Corporation seeks opportunities to acquire and grow businesses in order to generate stable distributions for its shareholders, along with capital appreciation. The Corporation seeks to acquire operating businesses with a proven track record, an opportunity for growth and whose management wishes to continue to operate the business going forward. The Corporation's investment approach is to grow through the acquisition of "platform" businesses that are consistent with its business strategy and acquisition criteria and then to continue to build revenues and earnings within these businesses. Potential acquisition targets may be private or public companies in a variety of industries. Acquisition of all or a majority of the ownership of each such business is preferred. Value will be created by seeking out high growth, high margin opportunities where the acquired businesses can maintain and develop the deep knowledge, expertise and understanding of their customers' needs required to deliver superior service and command higher pricing and margins than the competition.
We seek Safe Harbor.
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