That was good news we had last week about the Cloud Practive Acquisition: Premier Health Announces Binding LOI to Acquire Cloud Practice Inc., a National Medical Software Application Company
GlobeNewswire•December 17, 2018
Cloud Practice offers cloud-based electronic medical records software applications for physicians throughout Canada
As per the latest reported financials, Cloud Practice is EBITDA1 positive, resulting in immediate cash flow generation and earnings accretion for Premier Health
Products include: Juno EMR, a cloud based EMR solution; ClinicAid, a medical billing software; and MyHealthAccess, an online patient portal
Juno EMR system is currently used by 287 clinics, over 3,000 licensed practitioners, 1,500 staff and 2,870,000 registered patients
ClinicAid processes upwards of $30,000,000 in payments to over 3000 health providers on a monthly basis
Cloud Practice’s founders, including CEO Jordan Visco, and entire support team, consisting of several software developers and sales staff, to join Premier
VANCOUVER, British Columbia, Dec. 17, 2018 (GLOBE NEWSWIRE) -- Premier Health Group Inc. (CSE: PHGI, OTCQB: PHGRF, Frankfurt: 6PH) (the “Company” or “Premier Health”), a Company focused on developing innovative approaches that combine human skill based expertise with emerging technologies for the healthcare industry, is pleased to announce that as a part of its technology platform, it has signed a binding LOI to acquire all of the outstanding securities of Cloud Practice Inc. (“Cloud Practice”).
Dr. Essam Hamza, CEO of Premier Health, said: “We are ecstatic at the opportunity to build on our patient centric technology platform through the integration of Cloud Practice’s suite of software solutions. They have a strong team of developers who are just as enthusiastic as we are about the future of healthcare. We believe that this partnership will help facilitate our vision of integrating telemedicine, online booking and other premium services with our electronic medical record (EMR) system.”
Dr. Essam continued: “Cloud Practice already has a tremendous standalone and growing business serving thousands of clinicians and millions of patients. The collective ecosystem of over 3,000,000 patients creates an opportunity to become a key player in the telehealth space in Canada”.
Jordan Visco, CEO of Cloud Practice, stated: “We are very excited to be joining a forward-thinking group such as Premier Health. The synergies between our two teams will help enable us to better streamline processes, making healthcare more efficient for all. We are also excited to implement some upcoming new, leading edge applications to make our software the best in the industry.”
Terms of the Acquisition
In consideration for the purchase of all of the outstanding Cloud Practice securities, Premier will pay to the Cloud Practice shareholders total consideration of up to $5 million as follows: (i) $500,000 paid in cash on signing of the binding LOI as a refundable deposit, (ii) $500,000 in cash payable on closing, (iii) $500,000 in cash payable 90 days after closing, (iv) $500,000 in cash payable within six months of the LOI subject to the satisfaction of certain milestones related to the integration of the Juno EMR, and (v) an aggregate of $3 million payable in commons shares of Premier at a price to be determined in the context of the market.
The acquisition is subject to customary closing conditions, including the execution of a definitive acquisition agreement and receipt of Canadian Securities Exchange approval. Closing is expected to occur at or about the end of December.
Footnote
This news release contains references to EBITDA, which is a non-IFRS metric. EBITDA is defined as earnings before interest, taxes, depreciation and amortization. Premier uses EBITDA as it is a common measure used to assess profitability before the impact of interest expense, income taxes, depreciation and impairment of capital assets and amortization of intangible assets. Premier believes that investors and financial analysts also use EBITDA to evaluate financial performance. EBITDA is not a measure of financial performance under IFRS and should not be considered as an alternative to operating income or any other measure of financial performance presented in accordance with IFRS. EBITDA excludes some, but not all, items that affect operating income.
ON BEHALF OF THE BOARD OF DIRECTORS
“Dr. Essam Hamza, MD"
Chief Executive Officer
