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QUIPT ANNOUNCES EXECUTION OF LOI TO ACQUIRE LEADER IN COMPREHENSIVE RESPIRATORY CARE WITHIN THE LONG-TERM CARE SETTING WITH APPROXIMATELY $14 MILLION IN ANNUALIZED REVENUE AND $1 MILLION IN NET INCOME TARGET WOULD SERVE

Key Takeaway: QUIPT ANNOUNCES EXECUTION OF LOI TO ACQUIRE LEADER IN COMPREHENSIVE RESPIRATORY CARE WITHIN THE LONG-TERM CARE SETTING WITH APPROXIMATELY $14 MILLION IN ANNUALIZED REVENUE AND $1 MILLION IN NET INCOME TARGET WOULD SERVE AS QUIPT'S ENTRANCE INTO COMPREHENSIVE RESPIRATORY CARE

Full Press Release Details

QUIPT ANNOUNCES EXECUTION OF LOI TO ACQUIRE
LEADER IN COMPREHENSIVE RESPIRATORY CARE WITHIN THE LONG-TERM CARE SETTING WITH APPROXIMATELY $14 MILLION IN ANNUALIZED REVENUE AND $1
MILLION IN NET INCOME
TARGET WOULD SERVE AS QUIPT'S ENTRANCE
INTO COMPREHENSIVE RESPIRATORY CARE WITHIN THE LONG-TERM CARE SETTING, AND PROVIDE CROSS SELLING OPPORTUNITY
TARGET SERVICES SEVEN STATES, INCLUDING FOUR
NEW STATES WITHIN QUIPT'S OPERATING FOOTPRINT, WITH 165 RESPIRATORY THERAPISTS
Cincinnati, Ohio - November 22, 2021 -
Quipt Home Medical Corp. ("Quipt" or the "Company") (NASDAQ:QIPT; TSXV:QIPT), a U.S. based leader
in the home medical equipment industry, focused on end-to-end respiratory care, is very pleased to announce that it has executed a non-binding
letter of intent (the "LOI") dated November 22, 2021 to acquire an arm's length private respiratory care company
servicing seven states throughout the U.S. reporting unaudited trailing 12-month annual revenues of approximately $14 million, $1 million
in net income, and positive Adjusted EBITDA (defined below).
The target specializes in providing high-quality,
comprehensive respiratory care to patients in the long-term care setting including ventilator management, equipment, oxygen and providing
supplies. The target provides these facilities with not only the necessary clinical personnel, but also state-of-the-art respiratory tools
and equipment, making it easy for them to care for patients with complex respiratory needs. The target also has a pulmonary rehabilitation
service, which assists patients with an even wider variety of respiratory care issues. The target services facilities in seven states
throughout the United States, four of which would be new states for Quipt. The target employs 165 remote respiratory therapists which
would significantly bolster an already robust Quipt clinical team. With a mission that seeks to improve the patients' health and
quality of life by providing outstanding, compassionate respiratory care and unparalleled customer service, this target matches the same
passionate mission that Quipt continues to employ.
The target represents a new vertical of business
for Quipt, which would leverage the Company's highly successful clinical respiratory care platform serving patients in the home,
into the long-term care setting. Quipt anticipates purchasing power advantages to bring down the cost of respiratory equipment, and cross
selling opportunities to service additional patient needs with complimentary equipment, and supplies. The target would expand Quipt's
reach, offerings, and allow for the Company to access more sales touch points, which the Company anticipates will have benefit to its
According to the LOI, Quipt expects to close the
acquisition for $5,000,000, plus a $500,000 earn out based on certain revenue targets, payable in cash, that would immediately be accretive
to Quipt's Adjusted EBITDA and net income. As part of the proposed acquisition the Company would not assume any long-term debt of
the target. Closing of the acquisition is subject to final due diligence, final negotiation, and execution of a definitive purchase agreement,
all closing conditions being satisfied or waived and all necessary approvals and is expected to occur within the next 90 days.
The acquisition would be expected to increase
Quipt's annual revenues by approximately $14 million and $1 million in net income before synergies. Leveraging existing infrastructure,
Quipt would expect to achieve additional revenue generated from organic growth, cross selling, and corporate synergies.
Reiteration of Outlook for Calendar End
2022 (Fiscal Q1 2023)
Based on the current business, market trends and
completed and prospective acquisitions, the Company is reiterating the guidance provided on November 16, 2021, for its run-rate revenue
for end of calendar 2022 (fiscal Q1 2023) of $180-$190 million with $38-$43 million in
Update on Debt Facility
In Fall of 2021, the Company had initiated steps
to increase its $20 million credit facility to support the robust pipeline of acquisitions that it was building. The Company is now in
the final stages of securing a commitment on increasing the debt facility to $100 million. The primary use of this facility is to fund
large acquisitions and to support working capital.
Management Commentary
"We continue to strategically work though
our robust acquisition pipeline, which has companies reflective of all three tiers of our previously disclosed acquisition strategy. This
target is an extremely exciting opportunity for us to expand our operating scope to include patients with respiratory related needs in
the long-term care setting, which we see as an area of significant growth for years to come. We would leverage our at home care model,
which we feel is best in class into this new segment for us, and anticipate numerous cost and revenue synergies," said Greg Crawford,
Chairman and CEO of Quipt. "This acquisition target would add four new states to our operating footprint, and 165 respiratory therapists
to enhance our clinical team even further, as well as add approximately $14 million to the top-line and $1 million in net income."
Chief Financial Officer, Hardik Mehta added, "This
target is a prime example of our diverse acquisition pipeline which consists of targets that focus on our core markets as well as ancillary
opportunities that fit the existing platform we have built out. With the platform we have, we can execute and create value in a plethora
of industry segments including the recently announced acquisition of a biomedical services business that serves a multitude of healthcare
settings, and now serving patients with respiratory needs in the long-term care setting. We have significant momentum across the organization
and look forward to sharing our progress as we move into 2022. As a reminder, our balance sheet remains very solid with substantial flexibility
to allow us to continue to implement our corporate strategy without interruption. The LOI and the letter of intent announced on November
16, 2021, both are expected to be closed using cash on hand and existing debt facility."
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.
Readers are cautioned that the financial information
regarding the target disclosed herein is unaudited and derived as a result of the Company's due diligence, including a review of
the target's bank statements and tax returns.
There can be no assurance that any of the
potential acquisitions in the Company's pipeline or in negotiations will be completed as proposed or at all and no definitive agreements
have been executed. Completion of any transaction will be subject to applicable director, shareholder and regulatory approvals.
Unless otherwise specified, all dollar
amounts in this press release are expressed in U.S. dollars.
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", "outlook", and similar expressions as they relate to the Company, including:
Quipt's expectations of closing the acquisition; Quipt's expectations for the results upon closing and integration,
including cost reductions, synergies, and expanding Quipt's reach; Quipt expecting to close the acquisition for cash at a
reasonable multiple that would immediately be accretive to Quipt's Adjusted EBITDA and net income; closing expected to occur
within the next 90 days; the acquisition increasing Quipt's annual revenues by approximately $14 million and $1 million in net
income before synergies; leveraging existing infrastructure, Quipt expecting to achieve additional revenue generated from organic
growth, cross selling, and corporate synergies; the Company's guidance for fiscal Q1 2023; and the Company securing an
increase in its debt facility; 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: the acquisition targets achieving results at least as good as historical performances; the financial information
regarding the target being verified when included in the Company's consolidated financial statements prepared in accordance
with generally accepted accounting principles in Canada as set out in the CPA Canada Handbook - Accounting under Part
I, which incorporates International Financial Reporting Standards as issued by the International Accounting Standards
Board ; the Company successfully identified, negotiating and completing additional acquisitions, including accretive
Last updated: Nov 22, 2021