(Toronto, Ontario: February 6, 2017) – Quantum International Income Corp. (the “Corporation” or “Quantum“) (TSXV: QIC) announces that it has entered into a stock purchase agreement (the “SPA“) with DGAT Partners, LLC (the “Purchaser“) whereby the Corporation will sell to the Purchaser (the “Sale“) all of the issued common shares (“CSS Holdings Shares“) of Quantum CSS Holdings Corp. (“CSS Holdings“), the wholly-owned subsidiary of the Corporation through which it holds its interest in Centers for Special Surgery, LLC (“CSS Sub“). CSS Sub is the sole member of Center for Special Surgery of Essex County, LLC, a New Jersey limited liability company that owns and operates certain surgery centers in the New Jersey area. CSS Holdings and the Purchaser are the sole members of CSS Sub.
In consideration for the CSS Holdings Shares, the Purchaser shall pay the Corporation USD$3,000,000 (the “Purchase Price“). The Purchaser may elect to either (i) fund the full Purchase Price in cash on the closing of the Sale (the “Closing“), or (ii) fund USD$2,400,000 in cash on Closing and USD$600,000 following Closing in deferred consideration.
On the Closing, the Purchaser shall also pay the Corporation USD$59,500 in full and final satisfaction of all amounts due and owing by the Purchaser to the Corporation pursuant to a share purchase agreement dated January 15, 2016 to which the Purchaser and the Corporation are parties.
“Although Quantum continues to explore investment opportunities in the healthcare industry” commented Manu K. Sekhri, Chief Executive Officer of the Corporation, “it has determined that this is the appropriate time to exit this investment and strengthen its balance sheet.”
For its services in connection with the Sale, the Corporation has agreed to pay Richardson GMP Ltd. a cash finder’s fee of 1.5% of the gross proceeds of the Sale within five business days of the Closing.
Completion of the Sale is subject to the satisfaction of certain pre-conditions including receipt of all required approvals from the TSX Venture Exchange and the Purchaser obtaining the requisite debt financing. The Sale is expected to close on or before April 15, 2017.
About Quantum International Income Corp.
The Corporation seeks opportunities to acquire and grow businesses in order to generate stable distributions for its shareholders, along with capital appreciation. The Corporation seeks to acquire operating businesses with a proven track record, an opportunity for growth and whose management wishes to continue to operate the business going forward. The Corporation’s investment approach is to grow through the acquisition of “platform” businesses that are consistent with its business strategy and acquisition criteria and then to continue to build revenues and earnings within these businesses. Potential acquisition targets may be private or public companies in a variety of industries. Acquisition of all or a majority of the ownership of each such business is preferred. Value will be created by seeking out high growth, high margin opportunities where the acquired businesses can maintain and develop the deep knowledge, expertise and understanding of their customers’ needs required to deliver superior service and command higher pricing and margins than the competition.
More information on Quantum is available at www.quantumincomecorp.com.
|For further information please contact Quantum:
Tel. (416) 477-3419
Tel. (416) 477-3411
Neither 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.
Cautionary Statement Regarding Forward-Looking Information
This release contains certain information which, as presented, constitutes “forward-looking information” within the meaning of applicable Canadian securities laws. Forward-looking information involves statements that relate to future events and often addresses expected future business and financial performance, containing words such as “expect” and “intend”, statements that an action or event “may” or “will” be taken or occur, or other similar expressions. These statements and information are subject to various known and unknown risks and uncertainties, many of which are beyond the ability of the Corporation to control or predict, and which may cause Quantum’s actual results, performance or achievements to be materially different from those expressed or implied thereby, including, but not limited to, risks related to the inability of Quantum to complete the Sale, as well as other factors discussed in the Corporation’s annual information form dated July 23, 2015, (the “Annual Information Form”) which is available on SEDAR under Quantum’s profile at www.sedar.com. Forward-looking information is developed based on assumptions about such risks, uncertainties and other factors set out herein, in the Annual Information Form, and as otherwise disclosed from time to time on SEDAR under Quantum’s profile at www.sedar.com.
Unless otherwise specified in this release, information contained in this release is current as of the date of this release. Unless otherwise specified, all dollar amounts herein refer to Canadian dollars. The Corporation undertakes no obligation to update forward-looking statements except as may be required by applicable Canadian securities laws. Readers are cautioned against attributing undue certainty to forward-looking statements.