8-K
Viemed Healthcare, Inc. (VMD)
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 4, 2020
Viemed Healthcare, Inc.
(Exact name of registrant as specified in its charter)
| British Columbia, Canada | 001-38973 | N/A |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission<br><br>File Number) | (I.R.S. Employer<br><br>Identification No.) |
| 625 E. Kaliste Saloom Rd.<br><br>Lafayette, Louisiana | 70508 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(337) 504-3802
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | | --- | --- || ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | | --- | --- | | ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | | --- | --- | | ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | | --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common shares, no par value | VMD | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On May 4, 2020, Viemed Healthcare, Inc. (the "Company") issued a press release announcing its financial results for the three months ended March 31, 2020. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the foregoing information, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and Exhibit 99.1 be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits
| (d) | Exhibits |
|---|---|
| Exhibit <br>Number | Description |
| --- | --- |
| 99.1 | Press Release dated May 4, 2020. |
| --- | --- |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 4, 2020
| VIEMED HEALTHCARE, INC. | |
|---|---|
| By: | /s/ Trae Fitzgerald |
| Trae Fitzgerald | |
| Chief Financial Officer |
Exhibit
VIEMED HEALTHCARE ANNOUNCES FIRST QUARTER 2020 RECORD FINANCIAL RESULTS
Lafayette, Louisiana (May 4, 2020) Viemed Healthcare, Inc. (the “Company” or “Viemed”) (TSX: VMD.TO and NASDAQ:VMD), a home medical equipment supplier that provides post-acute respiratory care services in the United States, announced today that it has reported its financial results for the three months ended March 31, 2020.
Operational highlights (all dollar amounts are USD):
| • | Net revenues for the quarter ended March 31, 2020 were $23.8 million, an increase of 31% over net revenues reported for the comparable quarter ended March 31, 2019. Current quarter revenues included approximately $1 million of product sales related to the ongoing COVID-19 pandemic. |
|---|---|
| • | The Company grew its active ventilator patient base for the quarter ended March 31, 2020 by approximately 25% as compared to the prior year’s comparable quarter and 3% over the fourth quarter of 2019. |
| --- | --- |
| • | Net income for the quarter ended March 31, 2020 totaled approximately $4.2 million, a 117% increase as compared to the quarter ended March 31, 2019. |
| --- | --- |
| • | Adjusted EBITDA for the quarter ended March 31, 2020 totaled approximately $7.9 million, a Company record, and a 76% increase as compared to the quarter ended March 31, 2019. A reconciliation of reported non-GAAP financial measures to their most directly comparable U.S. GAAP financial measures can be found in the tables accompanying this press release. |
| --- | --- |
| • | During May, the Company extended the expiration date of its existing $10 million line of credit with Hancock Whitney Bank to May 1, 2023. |
| --- | --- |
| • | The Company expects to generate net revenues of approximately $42 million to $44 million during the second quarter of 2020, including approximately $20 million of product sales related to the ongoing COVID-19 pandemic. |
| --- | --- |
“We believe the first four months of the year have demonstrated how important the Viemed mission is to the future of our country’s healthcare system,” said Casey Hoyt, Viemed's CEO. “Our clinicians have come through to share their expertise with others to assist with COVID-19 solutions. In addition, we have established long-term relationships with hospitals and physicians that we expect will only be strengthened in the future as we continue to do our part in supplying ventilators and keeping hospital beds free for the patients who have become ill with the coronavirus.”
Conference Call Details
The Company will host a conference call to discuss first quarter results on Tuesday, May 5, 2020 at 11:00 a.m. EST.
The call-in numbers for participants are:
US Toll Free: 1-800-548-4713
International Toll Free: 1-323-794-2093
Meeting ID Number: 4508551
Following the conclusion of the call, an audio recording and transcript of the call can be accessed on the Company's website.
ABOUT VIEMED HEALTHCARE, INC.
Viemed, through its indirect wholly-owned subsidiaries Sleep Management, L.L.C. and Home Sleep Delivered, L.L.C., is a home medical equipment supplier that provides post-acute respiratory care services in the United States. Sleep Management, L.L.C. focuses on disease management and improving the quality of life for respiratory patients through clinical excellence, education, and technology. Its service offerings are based on effective home treatment with respiratory care practitioners providing therapy and counseling to patients in their homes using cutting edge technology. Home Sleep Delivered, L.L.C. focuses on providing in-home sleep testing for sleep apnea sufferers. Visit our website at www.viemed.com.
For further information, please contact:
Glen Akselrod
Bristol Capital
905-326-1888
glen@bristolir.com
Todd Zehnder
Chief Operating Officer
Viemed Healthcare, Inc.
337-504-3802
investorinfo@viemed.com
Forward-Looking Statements
Certain statements contained in this press release may constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 or “forward-looking information” as such term is defined in applicable Canadian securities legislation (collectively, “forward-looking statements”). Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “expects”, “is expected”, “budget”, “potential”, “scheduled”, “estimates”, “forecasts”, “intends”, “anticipates”, “believes”, or “projects”, or the negatives thereof or variations of such words and phrases or statements that certain actions, events or results “will”, “should”, “may”, “could”, “would”, “might” or “will be taken”, “occur” or “be achieved” or the negative of these terms or comparable terminology. All statements other than statements of historical fact, including those that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance, including the Company's net revenue guidance for the second quarter, are not historical facts and may be forward-looking statements and may involve estimates, assumptions and uncertainties that could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. 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 statements to vary from those described herein should one or more of these risks or uncertainties materialize. These factors include, without limitation: the general business, market and economic conditions in the regions in which the Company operates; the impact of the COVID-19 pandemic and the actions taken by governmental authorities, individuals and companies in response to the pandemic on our business, financial condition and results of operations, including on the Company's patient base and revenues, employees, and equipment and supplies; the Company may be subject to significant capital requirements and operating risks; the ability of the Company to implement business strategies and pursue business opportunities; volatility in the market price of shares in the capital of the Company; the Company’s novel business model; the risk that the clinical application of treatments that demonstrate positive results in a study may not be positively replicated or that such test results may not be predictive of actual treatment results or may not result in the adoption of such treatments by providers; the state of the capital markets; the availability of funds and resources to pursue operations; decline of reimbursement rates; dependence on few payors; possible new drug discoveries; dependence on key suppliers; granting of permits and licenses in a highly regulated business; competition; 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; difficulty integrating newly acquired businesses; the impact of new and changes to, or application of, current laws and regulations; the overall difficult litigation and regulatory environment; increased competition; changes in foreign currency rates; increased funding costs and market volatility due to market illiquidity and competition for funding; critical accounting estimates and changes to accounting standards, policies, and methods used by the Company; the impact of the previously disclosed restatement and correction of our previously issued financial statements; the previously disclosed identified material weakness in our internal control over financial reporting and our ability to remediate that material weakness; the initiation of legal or regulatory proceedings with respect to the restatement and corrections; the adverse effects on our business, results of operations, financial condition and stock price, as a result of the restatement and correction process; the Company’s status as an emerging growth company and a foreign private issuer; and the occurrence of natural and unnatural catastrophic events or health epidemics or concerns, such as the recent COVID-19 pandemic, and claims resulting from such events or concerns; as well as those risk factors discussed or referred to in Viemed’s disclosure documents filed with the U.S. Securities and Exchange Commission (the “SEC”) available on the SEC’s website at www.sec.gov, including the Company’s most recent Annual Report on Form 10-K, and with the securities regulatory authorities in certain provinces of Canada available at www.sedar.com. Should any factor affect the Company in an unexpected manner, or should assumptions underlying the forward-looking statements prove incorrect, the actual results or events may differ materially from the results or events predicted. Any such forward-looking statements are expressly qualified in their entirety by this cautionary statement. Moreover, the Company does not assume responsibility for the accuracy or completeness of such forward-looking statements. The forward-looking statements included in this press release are made as
of the date of this press release and the Company undertakes no obligation to publicly update or revise any forward-looking statements, other than as required by applicable law.
VIEMED HEALTHCARE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Expressed in thousands of U.S. Dollars, except share amounts)
(Unaudited)
| At<br>March 31, 2020 | At<br>December 31, 2019 | |||||
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Current assets | ||||||
| Cash and cash equivalents | $ | 8,409 | $ | 13,355 | ||
| Accounts receivable, net of allowance for doubtful accounts of $10,196 and $7,782 at March 31, 2020 and December 31, 2019, respectively | 15,443 | 11,534 | ||||
| Inventory, net | 1,785 | 1,360 | ||||
| Prepaid expenses and other assets | 4,514 | 1,562 | ||||
| Total current assets | $ | 30,151 | $ | 27,811 | ||
| Long-term assets | ||||||
| Property and equipment | 56,632 | 54,772 | ||||
| Other assets | 18 | 13 | ||||
| Total long-term assets | $ | 56,650 | $ | 54,785 | ||
| TOTAL ASSETS | $ | 86,801 | $ | 82,596 | ||
| LIABILITIES | ||||||
| Current liabilities | ||||||
| Trade payables | $ | 6,380 | $ | 4,700 | ||
| Deferred revenue | 3,394 | 3,315 | ||||
| Income taxes payable | 281 | 86 | ||||
| Accrued liabilities | 6,886 | 8,968 | ||||
| Current portion of lease liabilities | 7,433 | 7,093 | ||||
| Current portion of long-term debt | 1,772 | 1,750 | ||||
| Total current liabilities | $ | 26,146 | $ | 25,912 | ||
| Long-term liabilities | ||||||
| Accrued liabilities | 2,350 | 2,317 | ||||
| Long-term lease liabilities | 2,330 | 3,039 | ||||
| Long-term debt | 7,179 | 7,629 | ||||
| Total long-term liabilities | $ | 11,859 | $ | 12,985 | ||
| TOTAL LIABILITIES | $ | 38,005 | $ | 38,897 | ||
| Commitments and Contingencies | — | — | ||||
| SHAREHOLDERS' EQUITY | ||||||
| Common stock - No par value: unlimited authorized; 38,486,772 and 37,952,660 issued and outstanding as of March 31, 2020 and December 31, 2019, respectively | 6,657 | 3,366 | ||||
| Additional paid-in capital | 4,252 | 6,377 | ||||
| Accumulated other comprehensive loss | (469 | ) | (157 | ) | ||
| Retained earnings | 38,356 | 34,113 | ||||
| TOTAL SHAREHOLDERS' EQUITY | $ | 48,796 | $ | 43,699 | ||
| TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | 86,801 | $ | 82,596 |
VIEMED HEALTHCARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Expressed in thousands of U.S. Dollars, except outstanding shares and per share amounts)
(Unaudited)
| Three Months Ended March 31, | |||||
|---|---|---|---|---|---|
| 2020 | 2019 | ||||
| Revenue | $ | 23,806 | $ | 18,115 | |
| Cost of revenue | 8,253 | 5,041 | |||
| Gross profit | $ | 15,553 | $ | 13,074 | |
| Operating Expenses | |||||
| Selling, general and administrative | 10,577 | 9,460 | |||
| Research and development | 174 | 234 | |||
| Stock-based compensation | 1,151 | 880 | |||
| Depreciation | 205 | 129 | |||
| (Gain) loss on disposal of property and equipment | (1,169 | ) | 56 | ||
| Income from operations | $ | 4,615 | $ | 2,315 | |
| Non-operating expenses | |||||
| Unrealized loss on warrant conversion liability | — | 169 | |||
| Loss from equity method investment | 27 | 24 | |||
| Interest expense, net of interest income | 158 | 26 | |||
| Net income before taxes | 4,430 | 2,096 | |||
| Provision for income taxes | 187 | 138 | |||
| Net income | $ | 4,243 | $ | 1,958 | |
| Other Comprehensive Income | |||||
| Change in unrealized loss on derivative instruments, net of tax | (312 | ) | — | ||
| Other Comprehensive Loss | $ | (312 | ) | $ | — |
| Comprehensive Income | $ | 3,931 | $ | 1,958 | |
| Net income per share | |||||
| Basic | $ | 0.11 | $ | 0.05 | |
| Diluted | $ | 0.11 | $ | 0.05 | |
| Weighted average number of common shares outstanding: | |||||
| Basic | 38,030,854 | 37,827,058 | |||
| Diluted | 39,677,983 | 39,449,123 |
VIEMED HEALTHCARE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Expressed in thousands of U.S. Dollars)
(Unaudited)
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2020 | 2019 | |||||
| Cash flows from operating activities | ||||||
| Net income | $ | 4,243 | $ | 1,958 | ||
| Adjustments for: | ||||||
| Depreciation | 2,130 | 1,400 | ||||
| Change in allowance for doubtful accounts | 2,846 | 2,125 | ||||
| Share-based compensation | 1,151 | 880 | ||||
| Unrealized loss on warrant conversion liability | — | 169 | ||||
| Loss on equity investment | 27 | 24 | ||||
| (Gain) loss on disposal of property and equipment | (1,169 | ) | 56 | |||
| Net change in working capital | ||||||
| Increase in accounts receivable | (6,755 | ) | (4,952 | ) | ||
| Increase in inventory | (425 | ) | (728 | ) | ||
| Increase in prepaid expenses and other current assets | (2,952 | ) | (129 | ) | ||
| Increase in trade payables | 3,598 | 504 | ||||
| Increase in deferred revenue | 79 | 203 | ||||
| Decrease in accrued liabilities | (2,361 | ) | (856 | ) | ||
| Increase (decrease) in income tax payable | 195 | (4 | ) | |||
| Net cash provided by operating activities | $ | 607 | $ | 650 | ||
| Cash flows from investing activities | ||||||
| Purchase of property and equipment | (4,220 | ) | (116 | ) | ||
| Investment in equity method investment | (32 | ) | — | |||
| Proceeds from sale of property and equipment | 2,541 | 24 | ||||
| Net cash used in investing activities | $ | (1,711 | ) | $ | (92 | ) |
| Cash flows from financing activities | ||||||
| Proceeds from exercise of options | 15 | — | ||||
| Principal payments on notes payable | (33 | ) | — | |||
| Principal payments on term note | (395 | ) | — | |||
| Shares repurchased and canceled under the Normal Course Issuer Bid | — | (1,522 | ) | |||
| Repayments of lease liabilities, net of proceeds | (3,429 | ) | (2,043 | ) | ||
| Net cash used in financing activities | $ | (3,842 | ) | $ | (3,561 | ) |
| Net decrease in cash and cash equivalents | (4,946 | ) | (3,003 | ) | ||
| Cash and cash equivalents at beginning of year | 13,355 | 10,413 | ||||
| Cash and cash equivalents at end of period | $ | 8,409 | $ | 7,410 | ||
| Supplemental disclosures of cash flow information | ||||||
| Cash paid during the period for interest | $ | 165 | $ | 26 | ||
| Cash paid during the period for income taxes, net of refunds received | $ | (8 | ) | $ | 143 | |
| Supplemental disclosures of non-cash transactions | ||||||
| Property and equipment financed through finance leases | $ | 3,002 | $ | 4,505 | ||
| Property and equipment financed through leases under FASB ASC 842 | $ | 31 | $ | 1,267 |
Non-GAAP Financial Measures
This press release refers to “Adjusted EBITDA” which is a non-GAAP financial measure that does not have a standardized meaning prescribed by U.S. GAAP. The Company's presentation of this financial measure may not be comparable to similarly titled measures used by other companies. Adjusted EBITDA is defined as net income (loss) before interest expense, income tax expense (benefit), depreciation and amortization, unrealized (gain) loss on warrant conversion liability and stock-based compensation. Management believes Adjusted EBITDA provides helpful information with respect to the Company’s operating performance as viewed by management, including a view of the Company’s business that is not dependent on the impact of the Company’s capitalization structure and items that are not part of the Company’s day-to-day operations. Management uses Adjusted EBITDA (i) to compare the Company’s operating performance on a consistent basis, (ii) to calculate incentive compensation for the Company’s employees, (iii) for planning purposes, including the preparation of the Company’s internal annual operating budget, and (iv) to evaluate the performance and effectiveness of the Company’s operational strategies. Accordingly, management believes that Adjusted EBITDA provides useful information in understanding and evaluating the Company’s operating performance in the same manner as management. The following table is a reconciliation of net income (loss), the most directly comparable U.S. GAAP measure, to Adjusted EBITDA, on a historical basis for the periods indicated:
VIEMED HEALTHCARE, INC.
Reconciliation of Net Income (Loss) to Non-GAAP Adjusted EBITDA
(Expressed in thousands of U.S. Dollars)
(Unaudited)
| For the quarter ended | March 31, 2020 | December 31, 2019 | September 30, 2019 | June 30, 2019 | March 31, 2019 | December 31, 2018 | September 30, 2018 | June 30, 2018 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net Income | $ | 4,243 | $ | 2,388 | $ | 2,853 | $ | 1,326 | $ | 1,958 | $ | 2,968 | $ | 2,219 | $ | 2,098 | ||
| Add back: | ||||||||||||||||||
| Depreciation | 2,130 | 2,003 | 1,659 | 1,444 | 1,295 | 1,177 | 972 | 893 | ||||||||||
| Interest expense | 158 | 212 | 56 | 20 | 26 | 30 | 37 | 67 | ||||||||||
| Unrealized (gain) loss on warrant conversion liability | — | — | (800 | ) | 268 | 169 | (210 | ) | 220 | 123 | ||||||||
| Stock-based compensation | 1,151 | 908 | 1,064 | 1,034 | 880 | 804 | 672 | 665 | ||||||||||
| Income tax expense | 187 | 58 | 51 | 24 | 138 | 127 | 35 | — | ||||||||||
| Adjusted EBITDA | $ | 7,869 | $ | 5,569 | $ | 4,883 | $ | 4,116 | $ | 4,466 | $ | 4,896 | $ | 4,155 | $ | 3,846 |
Use of Non-GAAP Financial Measures
Adjusted EBITDA should be considered in addition to, not as a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP. It is not a measurement of the Company’s financial performance under U.S. GAAP and should not be considered as an alternative to revenue or net income, as applicable, or any other performance measures derived in accordance with U.S. GAAP and may not be comparable to other similarly titled measures of other businesses. Adjusted EBITDA has limitations as an analytical tool and you should not consider it in isolation or as a substitute for analysis of the Company’s operating results as reported under U.S. GAAP. Adjusted EBITDA does not reflect the impact of certain cash charges resulting from matters the Company considers not to be indicative of ongoing operations; and other companies in the Company’s industry may calculate Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure.
VIEMED HEALTHCARE, INC.
Key Financial and Operational Information
(Expressed in thousands of U.S. Dollars, except vent patients)
(Unaudited)
| For the quarter ended | March 31,<br>2020 | December 31, 2019 | September 30, 2019 | June 30, 2019 | March 31, 2019 | December 31, 2018 | September 30, 2018 | June 30, 2018 | ||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Financial Information: | ||||||||||||||||||||||||
| Revenue | $ | 23,806 | $ | 21,448 | $ | 20,368 | $ | 20,325 | $ | 18,115 | $ | 18,363 | $ | 16,930 | $ | 15,208 | ||||||||
| Gross Profit | $ | 15,553 | $ | 14,243 | $ | 14,050 | $ | 14,639 | $ | 13,074 | $ | 13,519 | $ | 12,829 | $ | 11,023 | ||||||||
| Gross Profit % | 65 | % | 66 | % | 69 | % | 72 | % | 72 | % | 74 | % | 76 | % | 72 | % | ||||||||
| Net Income | $ | 4,243 | $ | 2,388 | $ | 2,853 | $ | 1,326 | $ | 1,958 | $ | 2,968 | $ | 2,219 | $ | 2,098 | ||||||||
| Cash (As of) | $ | 8,409 | $ | 13,355 | $ | 12,630 | $ | 7,691 | $ | 7,410 | $ | 10,413 | $ | 10,174 | $ | 8,551 | ||||||||
| Total Assets (As of) | $ | 86,801 | $ | 82,596 | $ | 79,981 | $ | 71,014 | $ | 58,718 | $ | 53,653 | $ | 49,240 | $ | 44,256 | ||||||||
| Adjusted EBITDA^(1)^ | $ | 7,869 | $ | 5,569 | $ | 4,883 | $ | 4,116 | $ | 4,466 | $ | 4,896 | $ | 4,155 | $ | 3,846 | ||||||||
| Operational Information: | ||||||||||||||||||||||||
| Vent Patients^(2)^ | 7,965 | 7,759 | 7,421 | 7,130 | 6,393 | 5,905 | 5,444 | 5,078 |
(1) Refer to "Non-GAAP Financial Measures" section above for definition of Adjusted EBITDA.
(2) Vent Patients represents the number of active ventilator patients on recurring billing service at the end of each calendar quarter.