/NOT FOR DISTRIBUTION IN THE UNITED STATES WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
SAN FRANCISCO, CA, Nov. 29, 2013 /CNW/ - Patient Home Monitoring Corp. ("PHM" or the "Company") (TSXV:PHM) has announced its Board of Directors has approved a private placement of up to $5,000,000 to be used to close acquisitions from its growing pipeline of potential target companies and for additional working capital and general corporate purposes.
PHM has engaged Beacon Securities Limited ("Beacon" or the "Agent") to complete a best efforts private placement offering of up to 21,740,000 units (the "Units") of the Company at $0.23 per unit, each unit consisting of one common share and one share purchase warrant, each whole warrant entitling the holder to acquire one additional common share of the Company at a price of $0.36 per share for a period of 24 months, subject to certain acceleration provisions in the event the Company's 20-day volume weighted average price exceeds $0.42, for gross proceeds to the Company of up to $5,000,000 (the "Offering"). The Company has granted Beacon an over-allotment option to increase the size of the Offering by up to an additional 15%, of the total number of Units to be issued under the Offering, at any time on or before two days prior to the Closing Date for additional gross proceeds to the Company of up to $750,000.
PHM intends to use the net proceeds from the sale of the Units for making acquisitions in the large and fragmented market of small, profitable businesses providing healthcare products and services to chronically ill patients and for working capital and general corporate purposes. PHM has recently signed Letters of Intent (LOIs) for two additional acquisitions and is engaged in negotiations with several more potential acquisition candidates. These potential acquisitions would be highly accretive to PHM's earnings and would provide excellent opportunities to increase revenue through offering additional services to its entire patient base, thereby increasing revenue per patient and achieving organic post acquisition growth.
The Offering is expected to close on or about December 18th (the "Closing Date"), or such other date as the Company and Beacon may agree upon and is subject to receipt of all necessary corporate and regulatory approvals, including the approval of the TSX Venture Exchange. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus one day from the date of issuance in accordance with applicable securities legislation.
"We are again extremely pleased with the amount of support we are receiving from the capital markets as the Company continues to accelerate profit growth." Michael Dalsin, Chairman of PHM, said. "Building additional cash on our balance sheet will enable us to accelerate our acquisitions and drive profit growth even higher. We have a large and growing list of interested acquisition candidates. Capital markets support if a key ingredient to this strategy and we believe Beacon will be a great capital partner moving forward."
The Units will be offered and sold by way of private placement exemptions in all provinces of Canada and in jurisdictions other than Canada that are mutually agreed to by the Company and Beacon.
The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "1933 Act"), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
The explosive growth in the number of elderly patients in the US healthcare market is creating pressure to provide more efficient delivery systems. Healthcare providers, such as hospitals, physicians and pharmacies, are seeking partners that can offer a range of products and services that improve outcomes, reduce hospital readmissions, and help control costs. PHM fills this need by delivering a growing number of specialized products and services to achieve these goals.
PHM is currently a positive cash flow and profitable company servicing patients with chronic heart disease and will act as a platform for acquisitions. PHM is focused on a highly fragmented and developing market of small privately-held companies servicing chronically ill patients with multiple disease states caused mainly by age and obesity. Because of the new and highly fragmented nature of the market, PHM is actively working to identify and evaluate profitable, annuity-based companies to acquire their patient databases and technical expertise at favorable prices. PHM's post acquisition 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. The expected result is growing EPS with each acquisition and growing revenue and profits from the cross selling efforts.
Information in this news release that is not current or historical factual information may constitute forward-looking information within the meaning of securities laws. Implicit in this information, particularly in respect of the future outlook of PHM and anticipated events or results, are assumptions based on beliefs of PHM's senior management as well as information currently available to it. While these assumptions were considered reasonable by PHM at the time of preparation, they may prove to be incorrect. Readers are cautioned that actual results are subject to a number of risks and uncertainties, including the availability of funds and resources to pursue operations, 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, competition, low profit market segments as well as general economic, market and business conditions, and could differ materially from what is currently expected.
SOURCE: Beacon Securities Limited
For further information:
Michael Dalsin, Chairman
Stanmore Capital Partners, Inc.