Protech Home Medical Corp. (the “
Company”) (TSXV:
PTQ) (OTCQX: PTQQF), a U.S.-based leader in the home medical
equipment industry, focused on end-to-end respiratory care, is
pleased to announce that it has closed its previously announced
bought deal prospectus offering of 25,001,000 units
(“
Units”) at a price of $1.15 per Unit (the
“
Issue Price”) for aggregate gross proceeds of
$28,751,150 (the “
Public Offering”), which
includes the exercise in full of the 15% over-allotment option. The
syndicate of underwriters (the “
Underwriters”) for
the Public Offering was co-led by Beacon Securities Limited
(“
Beacon”), as sole bookrunner, and Canaccord
Genuity Corp. (“
Canaccord”). The Units under the
Public Offering were offered and sold by way of a short form
prospectus filed in British Columbia, Alberta and Ontario.
The Company is also pleased to announce that,
concurrent with the Public Offering, it has closed: (i) its
previously announced brokered private placement of 1,750,000 Units
at the Issue Price for additional gross proceeds of $2,012,500 (the
“Brokered Private Placement”), which was conducted
by a syndicate of agents (the “Agents”) co-led by
Beacon, as sole bookrunner, and Canaccord; and (ii) its previously
announced non-brokered private placement of 927,825 Units at the
Issue Price for additional gross proceeds of $1,067,000 (the
“Non-Brokered Private Placement”, and together
with the Brokered Private Placement, the “Private
Placements” and, together with the Public Offering, the
“Offerings”), with Gregory Crawford, Chairman and
CEO of the Company, and Mark Greenberg, a director of the Company.
The securities issued under the Private Placements are subject to
resale restrictions, including, a Canadian and, in the case of the
Non-Brokered Private Placement, an Exchange four-month hold
period.
Each Unit is comprised of one common share of
the Company (a “Common Share”) and one-half of one
common share purchase warrant (each whole common share purchase
warrant, a “Warrant”). Each Warrant is exercisable
to acquire one Common Share at an exercise price of $1.60 per
share, subject to adjustment in certain events, until June 29,
2021.
The Company intends to use the net proceeds of
the Offering to increase the Company’s cash position and may be
used to complete strategic acquisitions.
“We are thrilled to announce the closing of this
oversubscribed financing, as it represents an important milestone
in Protech’s evolution” commented Greg Crawford, CEO, and Chairman.
“We want to thank our existing shareholders for their extraordinary
support, and welcome new shareholders. We are excited to further
execute on our growth strategy and this injection of capital will
allow for an aggressive acceleration of our plan. We look forward
to updating shareholders on our continued progress in the weeks to
come.”
In consideration for the services provided by
the Underwriters in connection with the Public Offering, the
Company paid the Underwriters a commission equal to 5.5% of the
gross proceeds raised under the Public Offering and issued to the
Underwriters an aggregate of 1,375,055 non-transferable
compensation options (the “Compensation Options”),
which represents 5.5% of the total number of Units sold under the
Public Offering. Each Compensation Option is exercisable into one
Common Share at a price per Common Share that is equal to the Issue
Price, subject to adjustments in certain events, until June 29,
2022.
In consideration for the services provided by
the Agents in connection with the Brokered Private Placement, the
Company paid the Agents a commission equal to 5.5% of the gross
proceeds raised under the Brokered Private Placement and issued to
the Agents an aggregate of 96,250 non-transferable broker warrants
(the “Broker Warrants”), which represents 5.5% of
the total number of Units sold under the Brokered Private
Placement. Each Broker Warrant is exercisable into one common share
in the capital of the Company (a “Common Share”)
at a price per Common Share that is equal to the Issue Price,
subject to adjustments in certain events, until June 29, 2022.
The Offering is subject to final acceptance of
the TSX Venture Exchange (“TSXV”). The TSXV has
conditionally accepted the Offering.
By virtue of the participation of Gregory
Crawford and Mark Greenberg, each an insider of the Company, the
Non-Brokered Private Placement constitutes a "related party
transaction", as defined under Multilateral Instrument 61-101
(“MI 61-101”). The Non-Brokered Private Placement
is exempt from the formal valuation and minority shareholder
approval requirements of MI 61-101 as neither the fair market value
of any securities issued to nor the consideration paid by such
insiders would exceed 25% of the Company’s market
capitalization.
The securities referred to in this news release
have not been, nor will they be, registered under the United States
Securities Act of 1933, as amended, and may not be offered or sold
within the United States or to, or for the account or benefit of,
U.S. persons absent U.S. registration or an applicable exemption
from the U.S. registration requirements. This press release does
not constitute an offer for sale of securities, nor a solicitation
for offers to buy any securities in the United States, nor in any
other jurisdiction in which such offer, solicitation or sale would
be unlawful. Any public offering of securities in the United States
must be made by means of a prospectus containing detailed
information about the company and management, as well as financial
statements.
ABOUT PROTECH 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.
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" and
similar expressions as they relate to the Company, including: the
anticipated use of the net proceeds from the Offerings and the
final approval of the TSXV in connection with the Offerings; 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. Many factors could cause the
actual results, performance or achievements that may be expressed
or implied by such forward-looking information to vary from those
described herein should one or more of these risks or uncertainties
materialize. Examples of such risk factors include, without
limitation: credit; market (including equity, commodity, foreign
exchange and interest rate); liquidity; operational (including
technology and infrastructure); reputational; insurance; strategic;
regulatory; legal; environmental; capital adequacy; the general
business and economic conditions in the regions in which the
Company operates; the ability of the Company to execute on key
priorities, including the successful completion of acquisitions,
business retention, and strategic plans and to attract, develop and
retain key executives; difficulty integrating newly acquired
businesses; the ability to implement business strategies and pursue
business opportunities; low profit market segments; disruptions in
or attacks (including cyber-attacks) on the Company's information
technology, internet, network access or other voice or data
communications systems or services; the evolution of various types
of fraud or other criminal behavior to which the Company is
exposed; the failure of third parties to comply with their
obligations to the Company or its affiliates; the impact of new and
changes to, or application of, current laws and regulations;
decline of reimbursement rates; dependence on few payors; possible
new drug discoveries; a novel business model; dependence on key
suppliers; granting of permits and licenses in a highly regulated
business; the overall difficult litigation environment, including
in the U.S.; increased competition; changes in foreign currency
rates; increased funding costs and market volatility due to market
illiquidity and competition for funding; the availability of funds
and resources to pursue operations; critical accounting estimates
and changes to accounting standards, policies, and methods used by
the Company; the occurrence of natural and unnatural catastrophic
events and claims resulting from such events; and risks related to
COVID-19 including various recommendations, orders and measures of
governmental authorities to try to limit the pandemic, including
travel restrictions, border closures, non-essential business
closures, quarantines, self-isolations, shelters-in-place and
social distancing, disruptions to markets, economic activity,
financing, supply chains and sales channels, and a deterioration of
general economic conditions including a possible national or global
recession; as well as those risk factors discussed or referred to
in the Company’s disclosure documents filed with the securities
regulatory authorities in certain provinces of Canada and available
at www.sedar.com. Should any factor affect the Company in an
unexpected manner, or should assumptions underlying the
forward-looking information prove incorrect, the actual results or
events may differ materially from the results or events predicted.
Any such forward-looking information is expressly qualified in its
entirety by this cautionary statement. Moreover, the Company does
not assume responsibility for the accuracy or completeness of such
forward-looking information. The forward-looking information
included in this press release is made as of the date of this press
release and the Company undertakes no obligation to publicly update
or revise any forward-looking information, other than as required
by applicable law.
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.
For further information please contact:
Cole Stevens VP of Investor Relations Protech Home Medical Corp.
859-300-6455 cole.stevens@myphm.com
Gregory Crawford Chief Executive Officer Protech Home Medical
Corp. 859-300-6455 investorinfo@myphm.com
Protech Home Medical (TSXV:PTQ)
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