TSX.V VHI January 2021 - Investor Presentation - VitalHub
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Reader’s Advisory This corporate presentation dated January 2021(the “Presentation”) has been prepared by management of Vitalhub Corp. (the “Corporation”), and is based on public information and the Corporation’s confidential information. This Presentation is for information purposes only and is being made available on a confidential basis solely to enable the prospective “accredited” and other qualified investors authorized by the Corporation to evaluate the securities of the Corporation (the “Securities”). This Presentation does not constitute an offer to sell to any person, or a general offer to the public of, or the general solicitation from the public of offers to subscribe or purchase, any of the Securities. Any unauthorized use of this Presentation is strictly prohibited. Distribution or copying of this Presentation, in whole or in part in any medium, to any person other than the prospective investor is prohibited without the prior written consent of the Corporation. The information contained in these slides, the Presentation made to you verbally and any other information provided to you (in writing or otherwise) in connection with the Corporation and its business (the “Presentation Materials”) is subject to updating, completion, revision, verification and amendment without notice which may result in material changes. The Presentation Materials are not intended to provide financial, tax, legal or accounting advice and do not purport to contain all the information that a prospective investor may require. Each prospective investor should perform and rely on its own investigation and analysis of the Corporation and the terms of any offering of the Securities, including the merits and risks involved, and are advised to seek their own professional advice on the legal, financial and taxation consequences of making an investment in the Corporation. The Securities are highly speculative. No securities commission or similar regulatory authority in Canada has reviewed or in any way passed upon the Presentation Materials, and any representation to the contrary is an offence. Neither the Corporation nor any agent of the Corporation makes any representation or warranty, express or implied, and assumes no responsibility for the accuracy or completeness of the information contained in the Presentation Materials or any other oral or written communication transmitted to prospective investors, and nothing contained in this summary is, or shall be relied upon as, a promise or representation by the Corporation or any agent of the Corporation as to the past or future performance of the Corporation. The Corporation does not undertake to provide any additional further information or to enter into negotiations regarding the investment opportunity to which these Presentation Materials relate. The Corporation retains the right, at any time, to terminate any discussions or negotiations with prospective investors. In the event of such termination the Corporation will not be under any obligation to disclose the reasons for such termination nor will they have any liability to any recipient hereof for any costs whatsoever incurred in the consideration of the information contained in these Presentation Materials. This presentation contains forward‐looking statements. Often, but not always, forward‐looking statements can be identified by the use of words such as “plans”, “expects” or “does not expect”, “is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”, or “believes”, or “recurring” or 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. Forward looking statements contained in this Presentation may include, but are not limited to statements with respect to the successful execution of the Corporation's business strategy (including its business model. M&A strategy and mission), the use and benefits of its products and services, the Corporation’s favourable position in the market on a go‐forward basis, demographic and market size/trends, forecasts of revenue and financial projections/growth potential/opportunities, the completion of proposed acquisitions of target companies, the use of proceeds from the sale of the Corporation’s Securities, competitive analysis, proposed synergies, projected milestones, go‐forward management of the Corporation, and other expectations, beliefs, plans, objectives, assumptions, intentions or statements about future events or performance, expected regulatory filings, review and approval dates, construction and start‐up timelines and schedules, and statements related to the continued overall advancement of the Corporation’s projects. Forward‐looking statements involve known and unknown risks, uncertainties and other factors, such as competition, technological changes, the changing needs of hospitals, the financial condition of Vitalhub’s current and potential customers, foreign currency exchange rates, as well as general economic conditions, which may cause the actual results, performance or achievements of Vitalhub to be materially different from any future results, performance or achievements expressed or implied by the forward‐looking statements. Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward‐looking statements contained in this presentation. There can be no assurance that forward‐looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward‐looking statements. The forward looking statements contained in this presentation are made as of the date hereof or the dates specifically referenced in this presentation, where applicable. Except as required by law, the Corporation undertakes no obligation to update publicly or to revise any forward looking statements that are contained or incorporated in this presentation. All forward looking statements contained in this presentation are expressly qualified by this cautionary statement. 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 presentation. TSX.V VHI 3
Company Overview Software Consolidator Focused on Health & Human Services Digital Solutions Large, Addressable and Fragmented Market Sizable Organic Growth Synergistic M&A Growth TSX.V VHI 4
Company Overview The Company The Strategy • High organic growth assets coupled with a targeted M&A strategy • Targeted acquisition of synergistic assets that, taken together, yield a robust and highly‐valuable suite of solutions • Strong financial position with high margins, EBITDA positive and growing Annualized Contract Value (“ACV”) • Organic growth platform achieved through the growing needs of the sizable and fragmented patient flow and operational visibility market • Long‐term, high quality customer base across the Hospital, Community Agency and Mental Health space, with an emphasis on • Solutions targeting patient flow inefficiencies resulting in cost‐savings end‐to‐end patient flow and operational visibility solutions • Realizing revenue and cost synergies through M&A acquisition strategy • SaaS‐based, high‐margin products sold organically across the digital • Offshore R&D strategy that cuts costs, increases margins and produces health marketplace synergized product offerings • Management team and Board of Directors with proven success • International sales spanning six countries, including the U.S., U.K., Canada, Australia, Qatar and Latvia TSX.V VHI 5
The VitalHub Leadership Team – Management Dan Matlow President & CEO Vijit Coomara EVP of Development • 30 years of experience in technology with a focus on • 30 years of experience in Development and Technology Health IT • Previously CTO & Co‐Founder at B Sharp • Previously CEO & Founder at Medworxx • Track record of building and growing enterprise software companies Robert Lazar EVP of Professional Services & Customer Care • 28 years of experience Brian Goffenberg, CPA, CA Executive VP & CFO • Previously CEO & Co‐Founder at B Sharp • 30 years of experience, multiple CFO roles • Previously CFO at Medworxx Niels Tofting EVP of Business Development & Marketing • 20 years of software experience • Previously VP Sales at Logibec TSX.V VHI 6
The VitalHub Leadership Team – Board of Directors Dan Matlow Roger Dent • President & CEO Vitalhub Corp. • Chief Executive and Director of Quinsam Capital Corporation Francis Shen • Former Portfolio Manager with Matrix Fund Management and Director of Research for CIBC World Markets • President of Shen Capital Corporation • Former Chairman, Co‐Chief Executive Officer and founder of Barry Tissenbaum Aastra Technologies Ltd. • Retired fmr. Senior Partner with Ernst & Young • Currently serves on the Noranda Income Fund Board, and is Chris Schnarr Chairman of the Audit Committee • Managing Director of Lorian Group Inc. Steve Garrington • Director, Chair of the Audit Committee, and member of the • Former Director of 3 public companies listed on Canadian, Governance and Compensation Committees of Canopy Growth Corporation and Intrinsic 4D Inc. Australian, and UK exchanges • Former Executive Vice President InterSystems Inc. TSX.V VHI 7
Canada Market Size and Opportunity Europe 3 million beds Middle East across target regions Australia $1.5 billion marketplace Significant opportunity for organic growth VitalHub’s patient flow platforms currently $500 per bed per year for a suite of support an install base representing VitalHub patient flow & operational 50,000 beds across 15 countries visibility modules TSX.V VHI 8
Timeline: EHR, Case Management (FY16 – FY18) 2016 H2 2017 – H1 2018 H2 2018 • VitalHub Corp. purchased by key • Acquired B‐Sharp Technologies, 24‐ Acquisition of Roxy Software Inc. (closed former members of the Medworxx person offshore development team, 5 September 2018) management team in May of 2016. products focusing on mental health; • Revenue of $279,275 recurring • Completion of the closing of qualifying generating ~CAD $1.4M in recurring revenue of $271,170 transaction and revenue Nova Scotia Provincial Deal (closed public offering • Acquired H.I. Next Inc., large US install December 2018) base, web‐based EHR platform built for • $20 million in revenue over 10 years health care providers, tailored to Behavioral and Mental Health, • Grow to $2.5 million in annual Community, Primary Care, etc. recurring revenue • Acquired Clarity Health, Ontario Mental Health‐based assessments, $200k in recurring revenue TSX.V VHI 9
Timeline: Patient Flow & Operational Visibility (FY19) Strategic Entry into Patient Flow & Operational Visibility Market: Q1 2019 Q4 2019 • Acquisition of Acquisition of The Oak Group Inc. (closed March 2019): Acquisition of Oculys Health Informatics Inc.: synergistic assets to • trailing 12‐month revenue of $847,000, with $751,000 (closed November 2019) develop end‐to‐end patient flow and recurring • trailing 12‐month revenue of $2,066,540, with $1,559,177 operational • sales across four countries U.K., Canada, Australia, and recurring visibility Qatar • 18 hospital customers located across Ontario and Manitoba • Well established The Oak Group is a software and service provider, offering its head‐start in area propriety ‘Making Care Appropriate for Patients’ (“MCAP”) Oculys provides real‐time and predictive operational of rapid System. MCAP is a robust patient flow solution comprising management systems designed specifically for complex transformation and clinically‐based criteria sets combined with a software data‐ hospital environments with technology to connect leaders need, especially gathering and reporting systems. It is used to place and and teams to the pulse of their operations – from the post‐COVID‐19 identify patients for admission or continued stay at the least Emergency Department wait times to intensive and most appropriate level of care. Operating Room performance to bed utilization and to patient flow bottlenecks. TSX.V VHI 10
Timeline: Patient Flow & Operational Visibility (FY20) Expansion of international Patient Flow Market and Synergy with Q3 2020 Q3 2020 existing platform: Acquisition of InTouch with health. (closed August 2020): Acquisition of Transforming Systems Ltd. (Announced • Acquisition of • trailing 12‐month revenue of £3,141,975, with £1,329,198 agreement to acquire August 2020): synergistic assets recurring • trailing 12‐month revenue of £2,218,192, with £1,880,962 • sales across four countries; UK, Qatar, Australia, Latvia recurring • Strong references, with a fifth pending; Canada • Their solutions are currently used at 37 regional NHS opportunity to organizations in the UK. Transforming Systems are a “NHS grow in Canada, Intouch’s “Intouch Patient Journey Platform,” is currently National Innovation Accelerator” with two of their current continued demand utilized in over 53 National Health Service (“NHS”) Trusts in solutions for solutions during the UK as well and internationally, and processes over 30 COVID million appointments annually, Intouch helps hospitals and Transforming Systems was established to solve the private healthcare providers, in the United Kingdom, challenges associated with how to capture, transform, and Australia, Latvia, and Qatar, increase their organizational provide actionable insights from a wide range of health data efficiency and deliver an improved patient experience by way to drive behavioural change. Working with their National of improved communication and information management, Health Services (“NHS”) partners, they deliver award winning cost reductions and overall quality improvements. The patient flow visibility solutions through their “SHREWD platform is comprised of three (3) product suites: Patient platform.” Flow, Clinical hub, and Pre‐operative assessments (under the TSX.V VHI 11 Synopsis Healthcare banner)
Mental Health, Community, and Long‐Term Care Strategically consolidating current Acquired Q1 2018 Canadian market (which is serviced by small, independent vendors) through: TREAT is a full‐featured health record and client TREAT is focused on client‐ • Acquisitions management system that supports community centered, outcome‐based case • Displacement via large agencies across Canada and the United States in management, as well as implementations requiring a hosted SaaS‐based environment. It is the most transparent and robust reporting. comprehensive solutions widely‐used product of its kind in Canada. VitalHub is a Acquired Q4 2017 Acquired Q1 2018 Acquired Q3 2018 leader in this Roxy provides “Pirouette” ‐ a web‐based B Care is a full‐featured electronic health Clarity offers a web‐based interface and data are, with over software solution comprising case record that supports small regional hospital entry solution used by leading healthcare management, assessments, and health 150 customers deployments with an emphasis on mental organizations to perform in‐patient assessments, record and reporting tools designed to currently health and rehabilitation facilities, offering streamlining resident assessments and reporting help manage programs, workload, and utilizing our 4 functionality that can be used as a primary for complex continuing and long‐term care data more effectively among smaller products hospital patient information system providers community agencies TSX.V VHI 12
Patient Flow & Operational Visibility Market Patient flow: • is the movement of patients through a healthcare facility or amongst different facilities There is a need for • involves the medical care, physical resources, and internal systems needed to get patients from connectivity across the point of admission to the point of discharge while maintaining quality and patient/provider disparate health care silos for patient flow & satisfaction. operational visibility Operational Visibility: data. • is the ability to see, in real time, a view of all your operational resources (enabling load balancing across capacity and demand) Current covid‐19 pandemic has resulted in healthcare paradigm shift necessitating greater insight into real‐time patient flow & operational visibility analytics TSX.V VHI 13
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Patient Flow & Operational Visibility Solutions prEDict (ED Wait Time Clock) houseOPS Broadcasts ED performance to the optimizes housekeeping community and discharge processes leveraging the dashOPS module dashOPS bedOPS Integrates key operational data optimizing Optimizes bed management through the patient journey & utilization intelligent workflows stayTrack famOPS Improves communication and discharge Tracks the patient flow journey for processes families MCAP Clinical decision support & utilization management TSX.V VHI 15
Patient Flow & Operational Visibility Solutions Synopsis IQ SHREWD Elective The complete digital pre‐op assessment platform, from Whole system visibility of demand, initial questionnaire to post‐operative outcomes capacity and ‘waits’ in planned care Synopsis Home Enabling patients to complete their pre‐op health SHREWD Resiliance questionnaire outside the hospital. Examine whole‐system visibility of pressure in three seconds iReceptionist Connect patients and hospital visitors to your remote SHREWD Action reception team Broadcasts ED performance to the Wait Time Manager community and discharge processes A digital dashboard that communicates clinic wait times, problem areas and potential delays. SHREWD COVID‐19 Broadcasts ED performance to the Virtual Clinics community and discharge processes The fully integrated virtual and video consultations TSX.V VHI 16
M&A Strategy VitalHub’s strategy is to rapidly increase growth and profitability by combining like software companies focused in the Healthcare IT area Reduce R&D Spend Consolidate G&A Cross‐Selling Products Optimize S&M Sell Organically Reduction of R&D Consolidation of Upselling VitalHub Implementation of Develop and sell new costs by moving finance and mHealth platform effective sales and VitalHub products into development offshore administration into install base marketing processes large growth markets with a significantly into a central reduced wage functional area structure TSX.V VHI 17
M&A Strategy – Acquisition Targets Target companies are Have identified 400 synergistic with annual Combination of cash companies primarily in revenues of $1M‐$12M, and stock using the Canada, UK and Australia profitable with limited public markets that are looking for exits growth, and have not adopted a mobile strategy Target 20%‐30% EBITDA Reduce costs by 20% Purchase companies with cross‐selling and through synergistic between synergistic cost 20% reductions and utilization 20%‐30% reductions including 1.0‐2.5x 1.0x‐2.5x revenue of cost‐effective offshore multiple effective offshore resources development work TSX.V VHI 18
M&A Strategy – What We Look For Target Companies possess these qualities • Recurring revenue above 60% of total revenue • Breakeven or profitable • Owner operated businesses with limited outside investment • Large component of expense is on research and development vs. sales and marketing • Little commercialization or sales and marketing expertise • Significant customer base with minimal retention issues • Limited or no expansion beyond geographical boundaries creating a large growth barrier • Ability to upsell to existing install bases of target companies by bringing their product into a mobile environment TSX.V VHI 19
Revenues – last eight quarters TSX.V VHI 20
Revenues – last eight quarters Total Revenue Term licenses, maintenance and support Perpetual licenses Services and other % Recurring revenues TSX.V VHI 21
Historical Financial Performance Historical Adjusted EBITDA (C$ MM) Adjusted EBITDA Adjusted EBITDA Margin (%) TSX.V VHI 22
Historical Annualized Contract Value (“ACV”) Historical ACV (C$ MM) ACV ACV Growth % $16.0 $14.0 $13.6 $12.0 $10.0 $8.0 $7.4 $6.0 $4.5 $4.0 316.7% $2.0 $1.1 65.6% 82.5% ‐ 0.0% 2017 2018 2019 Q3 2020 TSX.V VHI 23
Last eight quarters ACV and quarter on quarter growth in ACV ACV Quarter on quarter Growth in ACV (%) TSX.V VHI 24
Capitalization & Shareholder Summary Capitalization (C$ MM) Shareholder Summary Share Price C$ $2.900 Basic Shares Outstanding MM 35.1 Management Plus: Stock Options Outstanding MM 1.6 Control Plus: Warrants Outstanding MM 2.3 25% F.D. Shares Outstanding MM 39.0 Basic Market Capitalization C$ MM $101.8 F.D. Market Capitalization C$ MM $113.2 Cash Balance C$ MM $24.0 Loans Payable C$ MM $1.3 Net Cash Position C$ MM $22.7 Stock Stock Options & Warrants Options Warrants Amount Outstanding MM 1.6 2.3 Public Weighted Avg. Exercise Price C$ $1.66 $3.27 Shareholders 75% Potential Proceeds C$ MM $2.7 $7.5 Source: Public filings and internal company information as at November 19, 2020 TSX.V VHI 25
Closed a $15.3M bought deal offering on March 17, 2020 • Vitalhub Corp. has closed its previously announced bought‐deal offering pursuant to a press release dated Feb. 21, 2020. A total of 8,506,300 common shares of Vitalhub were sold at a price of $1.80 per common share for total gross proceeds of approximately $15.3‐million. The offering was conducted by a syndicate of underwriters led by Cormark Securities Inc. and including Beacon Securities Ltd. and Canaccord Genuity Corp. The offering included 1,006,300 common shares issued pursuant to the exercise of a portion of the overallotment option granted to the underwriters. The common shares were qualified for distribution by a short‐ form prospectus in the provinces of Ontario, British Columbia and Alberta. • In connection with the offering, the company paid the underwriters a cash commission of $839,363.40 and issued to the underwriters 228,750 broker warrants. Each broker warrant entitles the underwriters to purchase a common share at an exercise price of $2.10 until March 17, 2022. • The net proceeds of the offering will be used for growth initiatives, working capital and general corporate purposes. The company's growth initiative is focused on the acquisition of thirdparty enterprises in the health care industry which provide synergistic opportunities for the company. TSX.V VHI 26
Closed a $17M bought deal offering on November 17, 2020 • Vitalhub Corp. has closed its previously announced bought deal offering pursuant to a press release dated Oct. 26, 2020. A total of 5,860,775 common shares of Vitalhub were sold at a price of $2.90 per common share for total gross proceeds of approximately $17‐million. The offering was conducted by a syndicate of underwriters led by Cormark Securities Inc. and including Canaccord Genuity Corp., Beacon Securities Ltd., Eight Capital and Paradigm Capital Inc. The offering included 688,275 common shares issued pursuant to the exercise of a portion of the overallotment option granted to the underwriters. The common shares were qualified for distribution by a short‐form prospectus in the provinces of Ontario, British Columbia and Alberta. • The net proceeds of the offering will be used for growth initiatives, working capital and general corporate purposes. The company's growth initiative is focused on the acquisition of third party enterprises in the health care industry, which provide synergistic opportunities for the company. TSX.V VHI 27
Comparables TSX.V VHI 28
Nova Scotia Announcement (Closed Dec. 2018) The Nova Scotia Department of Community Services has signed a five‐year agreement with VitalHub, with options to extend for a total of five additional years, to license VitalHub’s TREAT client management software to support the Department of Community Services (DCS) transformation following the issuance of a Request For Proposal (RFP) for a digitally enabled Collaborative Case Management Solution. • Complete transformation of DCS’s entire software package • 2,000 Internal employee users and 20,000 clients that will use the system • Material transaction resulting in a committed contract value of $20 million in revenue over 10 years • Will grow to $2.5 million in annual recurring revenue TSX.V VHI 29
Offshore Development Hub: VitalHub Innovations Lab Forty+ member offshore development team located in Sri Lanka Colombo, Sri Lanka Strong Healthcare domain expertise, with experience in building state‐of‐ the‐art healthcare applications to support digital health products across hospitals and community care settings Characteristics • In operation since 2007 • Team of 44 developers 44 Member Offshore • Average tenure of 4 years Development Team TSX.V VHI 30
Investment Highlights ‐ Summary Large Addressable Market across Targeted Digital Health Solutions 1 • Focused on the Mental Health, Long term Care, and Community Agency sectors • Patient Flow and Operational Visibility solutions portfolio launched with acquisition of Oak Group (Q1 2019 History of Successful M&A Execution 2 • 8 acquisitions completed with ~400 potential targets currently identified • Target cost reduction of 20% and EBITDA increase of 20% to 30% Strong ACV Growth with High‐Quality Customers VitalHub Corp. is 3 • M&A targets have recurring revenue >60% of total revenue • Recent contract win – Nova Scotia has licensed VitalHub’s client management software being traded on the Seasoned Management Team with Extensive Healthcare IT Experience TSX Venture Exchange 4 • Combined 200+ years of experience in healthcare and technology under VHI • History of founding and operating Healthcare IT companies (e.g. Medworxx, B Sharp) Low‐Cost Development Hub 5 • Operates offshore R&D in Sri Lanka with a significantly reduced cost structure • 40 member off‐shore development team TSX.V VHI 31
Appendix B: Additional Information
Medworxx History • International Healthcare IT company that was publicly traded on the TSX.V • Unique Patient Flow solutions originating from use at Canadian hospitals • Solutions are used by over 70% of hospitals across Canada • Grew internationally to over $8 million in revenue across five countries • Share price grew from 5 cents in 2008 to 60 cents in 2015 (CAGR 30% beds under license) • Sold to Aptean, a subsidiary of Vista Equity Partners, in October 2015 for a valuation of $20 million Canada United States Australia France U.K TSX.V VHI 33
New Strategic Investors VitalHub Corp. completed a non‐brokered private placement of units with the former founders and management team of Aastra Technologies Ltd. • The offering was completed at a price 16 cents per unit for gross proceeds of $3.3 million, and a total of 20,625,000 units issued (at the time – a consolidation of share capital on a 10 for 1 basis occurred in January 2020). • The investors comprise: • Francis Shen, founder, former chairman and co‐chief executive officer of Aastra; • Tony Shen, former president, chief operating officer and co‐CEO of Aastra; • Allan Brett, former chief financial officer at Aastra and current CFO at Descartes Systems Group Inc.; • John Tobia, general counsel and current vice‐president of merger and acquisition at Aastra and general counsel at Sangoma Technologies Corp. TSX.V VHI 34
Investor Presentation TSX.V VHI Dan Matlow, President & CEO dan.matlow@vitalhub.com Brian Goffenberg, CFO brian.Goffenberg@vitalhub.com
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