- Acquisition accelerates Carebook's entry into the $8 billion Insurance Technology market
- Novus Health generates approximately $4.5M in annual revenues and has more than 2 million platform users
MONTREAL, Nov. 19, 2020 /CNW/ - Carebook Technologies Inc. ("Carebook" or the "Company") (TSXV: CRBK) (XETR: PMM1), a leading Canadian digital health company offering innovative digital health and virtual care solutions for pharmacies, insurers, employers and governments, is pleased to announce that it has entered into an LOI for the acquisition of Health Care Services International Inc., doing business as Novus Health ("Novus Health", or the "Company"). Novus Health is Canada's leading provider of health navigation programs and integrated health and wellness management solutions for insurers, financial institutions and employers. Novus has sales of approximately $4.5 million, is profitable and will be immediately accretive to Carebook.
Novus Health's main product is a customizable, white-labelled, cloud-based health and wellness portal that its insurance and financial institution customers provide to their clients or employees. The portal allows users to aggregate all of their health resources in one place as well as allow customers insight into user behaviour and trends through detailed reporting and analytics. In addition, the portal provides cross-selling opportunities by providing customers the ability to push product and service suggestions based on usage behaviour. Novus Health currently has more than 2 million platform users with 95% recurring revenue.
"We are thrilled to welcome Novus Health into the Carebook family," commented Pascale Audette, CEO of Carebook. "Today's announcement again highlights Carebook's intention to pursue a disciplined M&A strategy in parallel with its organic growth. One of our key strategies for growth is to build out our platform with leading technology and accretive acquisitions. Novus Health has proven themselves to be a leader in the digital health space and together, we will be positioned for significant growth on a global scale providing platforms to the insurance and employer markets. The ability to leverage Novus Health's platform, along with its deep AI and mobile enabled technology assets in key markets that the company serves, makes this acquisition highly strategic for us. Most importantly, it marks Carebook's entry into the $8 billion, fast-growing Insurance Technology market. We believe that this acquisition will result in significant synergies and will further establish Carebook's wellness and virtual care platform as a worldwide leader in digital health."
Carebook will pay the following consideration to complete the acquisition: (i) $5M, payable in cash upon closing, subject to standard closing adjustments; (ii) $6M issuable in Carebook common shares upon closing, at a deemed price per share equal to the volume weighted average trading price of the shares for the five trading days immediately prior to closing; and (iii) a 2021 revenue-based performance earn-out of up to a maximum of $4M, payable in Carebook common shares.
"We are thrilled to be joining Carebook at this pivotal time in the industry," commented Robin Ingle, Founder & Chairman of Novus Health. "Novus Health has become a leader with our unique, customizable, cloud-based portal, and we have built a very sizeable international customer base in key industries. The opportunity to take our strengths and successes to the next level by being a part of Carebook is extremely exciting for us. We definitely share a common vision with Carebook and we know that the combination will result in greater opportunities to capture a larger share of the growing global market in digital healthcare."
Carebook expects to close the transaction in February 2021, subject to customary conditions, and pursuant to applicable securities laws.
About Carebook Technologies
Our core is science. Our solutions are accessible. Our mission is to empower people.
Built on a powerful health platform, Carebook creates highly engaging, customer-centric digital solutions for pharmacies, insurance providers, individuals, governments and employers. Based in Montreal and led by a world-class team and Board with extensive global business and healthcare industry experience, Carebook's core is science and technology, its philosophy is people-first, and its goal is accessible, connected health for everyone. Carebook recently listed on the TSX Venture exchange under the symbol "CRBK" and trades on the Frankfurt Stock Exchange under the symbol PMM1.
Notice regarding forward-looking statements:
This release includes forward-looking information within the meaning of Canadian securities laws regarding Carebook and its business. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of the management of Carebook and are based on assumptions and subject to risks and uncertainties. Although the management of Carebook believes that the assumptions underlying these statements are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this release may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, including risks regarding the threat detection technology industry, failure to obtain regulatory approvals, economic factors, management's ability to manage and to operate the business of Carebook, the equity markets generally and risks associated with growth and competition. Although Carebook has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. Accordingly, readers should not place undue reliance on any forward-looking statements or information. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Carebook does not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. In addition, the current situation and future developments with respect to the COVID-19 pandemic could cause certain of the assumptions and information set forth herein or the fact that on which such assumptions are based to differ materially from previous expectations including in respect of demand for our products, supply chain and availability of materials, mobility and shipping of materials and or products, access to debt and equity capital and other factors.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Carebook Technologies Inc.
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