Full Press Release Details
Healthcare Acquisitions Corp. ANNOUNCES PROPOSED BUSINESS COMBINATION WITH the oncology institute
The Oncology Institute is the U.S. Market
Leader in Value-Based Oncology Care
New York, NY and Los Angeles, CA -
June 28, 2021 - DFP Healthcare Acquisitions Corp ("DFP") (NASDAQ: DFPH, DFPHW), a special purpose acquisition
company sponsored by an affiliate of Deerfield Management Company, L.P. ("Deerfield") and Richard Barasch, a
veteran healthcare public company executive and investor, announced today that it has entered into a definitive agreement for a
business combination with The Oncology Institute ( "TOI" or "The Company"), the U.S. market leader in providing
value-based oncology care. Following the business combination, DFP expects to be renamed The Oncology Institute and will remain listed
on the NASDAQ stock market under new ticker symbol "TOI".
The Oncology Institute Investment Highlights
Summary of the Transaction
values the combined company at a pro forma enterprise value of approximately $842 million and implies a multiple of 2.4x estimated 2022
revenue. The current equity holders of The Oncology Institute, which include Management, Havencrest Capital Management, M33 Growth,
and ROCA Partners, will be entitled to receive an additional earn out payment of up to 12.5 million shares of The Oncology Institute common
In addition to the approximately $230 million
held in the DFP Trust Account, premier healthcare investors, including Fidelity Management &
Research Company LLC, Deerfield Management Company, L.P. and Redmile Group, LLC have committed to purchase $275 million of shares of common
stock of the Company at $10.00 per share through a private placement in public entity (a "PIPE").
Assuming no redemptions of DFP public shares,
the current equity holders of The Oncology Institute will collectively own 48%, Deerfield will own approximately 14%, other DFP stockholders
(including other PIPE investors) will own 33%, and DFP's sponsor will own 5% respectively of the approximately 106 million issued
and outstanding shares of common stock of The Oncology Institute immediately following the closing.
DFP estimates that, assuming no redemptions of
DFP shares, the Company will have an initial market capitalization of approximately $1.06 billion, with approximately $225 million of
cash on the balance sheet and a strong growth trajectory. The Oncology Institute expects to use this capital to accelerate its de novo
and acquisition-driven growth initiatives.
Please refer to the investor presentation furnished
with DFP's Current Report on Form 8-K for details on the pro-forma financials of the Company and its Non-GAAP Financial Measures.
is elevating the standard of care in community oncology. By focusing on individualized care plans, evidence-based medicine, and great
symptom control, TOI patients can achieve better outcomes with reduced financial burden. The rising cost and poor coordination of oncology
care in the United States is driven by several factors, including misalignment between physicians and payors, complex and variable
clinical pathways, and the high cost of cancer therapies," said Brad Hively, CEO of The Oncology Institute. "Traditional fee
for service payment models emphasize quantity over quality of care, without considering patient wellness and satisfaction as metrics of
success. We are committed to applying the principles of value-based care to simultaneously enhance quality and manage costs. For more
than 14 years, The Oncology Institute has played a significant role in the lives of cancer patients
by providing accessible, high-quality medical care. Our proposed combination with DFP brings us significantly closer to expanding our
presence across the United States and advancing our efforts to rebuild the nation's healthcare system."
"The Oncology Institute is disrupting the
status quo in cancer care, and we are pleased to assist them in continuing their mission of broadening access to high quality, value-based
care." said Mr. Barasch. "Brad and his team have created a scalable, replicable model with difficult-to-duplicate capabilities
that facilitate rapid expansion. We believe that their high-touch, data-driven approach to cancer care represents the model of the future.
This business combination will create a well-capitalized company that is poised to expand organically, through accretive M&A activity,
and via strategic payor relationships."
The business combination, which has been approved
by the board of directors of DFP and The Oncology Institute, is expected to close in the 3rd or 4th quarter of 2021,
subject to customary conditions, including the approval by DFP stockholders.
A more detailed description of the transaction
terms and a copy of the business combination agreement will be included in a current report on Form 8-K to be filed by DFP with the United
States Securities & Exchange Commission ("SEC"). DFP will file a proxy statement with the SEC in connection with the transaction.
Jefferies LLC is acting as lead financial advisor
and Guggenheim Securities, LLC is acting as financial advisor to The Oncology Institute. Deutsche Bank Securities Inc. and UBS Investment
Bank are acting as financial advisors to DFP. Deutsche Bank Securities Inc., Jefferies LLC and UBS Investment Bank are acting as capital
markets advisors to DFP. Latham & Watkins LLP is acting as legal advisor to The Oncology Institute, White & Case LLP and Polsinelli
PC are acting as legal advisors to DFP, and Katten Muchin Rosenman LLP is acting as legal advisor to Deerfield. Deutsche Bank Securities
Inc., Jefferies LLC, UBS Investment Bank and Guggenheim Securities, LLC, are acting as placement agents on the PIPE and Sidley Austin
LLP is acting as legal counsel to the placement agents.
Management Presentation Information
The management of DFP and The Oncology Institute
will make a presentation via webcast regarding the business combination on June 28, 2021 at 9:30 am EST. In connection with this event,
DFP will furnish an investor presentation in a current report on Form 8-K to be filed by DFP with the United States Securities & Exchange
Please dial 877-407-9753 or
A replay will be available
using the above the link.
Founded in 2007, The Oncology Institute of Hope
and Innovation is one of the largest community oncology practices in the U.S. as well as our nation's leading value-based oncology
services platform. The Oncology Institute provides care through more than 80 physicians and advanced practice providers in 50+ clinic
locations, with more than 500 total employees helping to offer leading-edge, evidence-based cancer care to a population of more than 1
million patients. The Oncology Institute brings comprehensive, integrated cancer care into community settings, including clinical trials,
stem cell transplants, transfusions, and other care delivery models traditionally associated with the most advanced tertiary care settings.
For more information visit www.theoncologyinstitute.com.
About DFP Healthcare
Acquisitions Corp. is a blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock
purchase, reorganization or similar business combination with one or more businesses. The Company's sponsor is an affiliate of Deerfield
Management Company, L.P., an investment firm focused exclusively on the healthcare industry, and Richard Barasch. The Company's
strategy will be to identify, acquire and, after its initial business combination, build, a healthcare or healthcare related business.
The Company intends to focus its investment effort broadly across the entire healthcare industry, which encompasses services, therapeutics,
devices, diagnostics and animal health.
Deerfield is an investment management firm committed
to advancing healthcare through investment, information and philanthropy. For more information, please visit www.deerfield.com
Important Information and Where to Find
In connection with the proposed business combination,
DFP intends to file a registration with the statement on Form S-4 (the "Registration Statement") with the SEC, which will
include a proxy statement/prospectus and certain other related documents, which will be both the proxy statement to be distributed holders
of shares of DFP common stock in connection with DFP's solicitation of proxies for the vote by DFP's stockholders with respect
to the business combination and other matters as may be described in the definitive proxy statement, as well as the prospectus relating
to the offer and sale of securities of DFP to be issued in the business combination. DFP's stockholders and other interested persons
are advised to read, when available, the preliminary proxy statement/prospectus and documents incorporated by reference therein filed
in connection with the business combination, as these materials will contain important information about the parties to the business combination
agreement, DFP and the business companion. After the Registration Statement is declared effective, the definitive proxy statement will
be mailed to DFP's stockholders as of the record date to be established for voting on the business combination and other matters
as may be described in the Registration Statement. Stockholders will also be able to obtain copies of the proxy statement/prospectus and
other documents filed with the SEC that will be incorporated by reference in the proxy statement/prospectus, without charge, once available,
at the SEC's web site at http://www.sec.gov, or by directing a request to: DFP Healthcare Acquisitions Corp. at its principal executive
offices 345 Park Avenue South, New York, NY 10010.
Participants in the Solicitation
DFP and its directors and executive officers,
may be deemed participants in the solicitation of proxies from DFP's stockholders with respect to the proposed business combination.
A list of the names of those directors and executive officers and a description of their interests in DFP is contained in the registration