Viemed Healthcare, Inc 8-K/A, filed Aug 2, 2023

Viemed Healthcare, Inc. (VMD)

8-K/A 2023-08-02 For: 2023-08-02

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Added on April 09, 2026

About this 8-K/A

Viemed Healthcare, Inc filed this 8-K/A on August 2, 2023.

Items reported

Item 9.01: Financial statements and exhibits

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625 E. Kaliste Saloom Rd. Lafayette, Louisiana						70508
(Address of principal executive offices)						(Zip Code)


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


			(a)			Financial statements of businesses acquired
						1.The audited consolidated financial statements of HMP as of December 31, 2022 and for the fiscal year ended December 31, 2022 are filed herewith as Exhibit 99.2 hereto and incorporated herein by reference. 2.The unaudited consolidated financial statements of HMP as of and for the three month period ended March 31, 2023 are filed herewith as Exhibit 99.3 hereto and incorporated herein by reference.
			(b)			Pro forma financial information
						The unaudited pro forma condensed combined financial information for the Company as of and for the three month period ended March 31, 2023 and for the year ended December 31, 2022, giving effect to the acquisition of HMP, is attached hereto as Exhibit 99.4 and incorporated herein by reference. The unaudited pro forma condensed combined financial information is presented for informational purposes only and does not purport to represent what the Company's results of operations or financial position would have been had the transactions reflected occurred on the dates indicated or to project the Company’s financial position as of any future date or the Company’s results of operations for any future period.
			(d)			Exhibits
						The following exhibits are filed with this Current Report on Form 8-K:


Exhibit Number						Description
2.1						Stock Purchase Agreement dated April 18, 2023 by and among Viemed, Inc., the Stockholders and Home Medical Products, Inc. Incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed on April 19, 2023.*

10.1						Credit Agreement, dated November 29, 2022, among Viemed, Inc., as borrower, certain subsidiaries of Viemed, Inc., as guarantors, the lenders from time to time party thereto, and Regions Bank, as administrative agent and collateral agent. Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on November 29, 2022.
23 .1						Consent of Horne, LLP.
99.1						Press Release dated June 1, 2023. Incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed June 1, 2023.
99.2						Audited consolidated financial statements for Home Medical Products, Inc. as of and for the fiscal year ended December 31, 2022 and the accompanying notes thereto.
99.3						Unaudited consolidated financial statements of Home Medical Products, Inc. as of and for the three months ended March 31, 2023.
99.4						Unaudited pro forma condensed combined financial information as of and for the three months ended March 31, 2023 and for the year ended December 31, 2022, and the accompanying notes thereto.
104						Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101.



VIEMED HEALTHCARE, INC.

By:						/s/ Trae Fitzgerald
						Trae Fitzgerald
						Chief Financial Officer


☐			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))



Independent Auditor's Report			1 – 2


Consolidated Financial Statements

Consolidated Balance Sheet			3

Consolidated Statement of Income			4

Consolidated Statement of Shareholder's Equity			5

Consolidated Statement of Cash Flows			6

Notes to Consolidated Financial Statements			7 – 16


HOME MEDICAL PRODUCTS, INC. AND SUBSIDIARY
Consolidated Balance Sheet
December 31, 2022
			2022
ASSETS
Current assets
Cash and cash equivalents	$	846,696
Certificates of deposit			52,343
Accounts receivable, less allowance for doubtful accounts of $1,908,644			3,442,393
Inventory			752,172
Other receivables			469,796
Prepaid expenses			83,584
Total current assets			5,646,984
Property and equipment, at cost			16,148,668
Less accumulated depreciation and amortization			(11,237,710)
Property and equipment, net			4,910,958
Other assets
Certificates of deposit, less current portion			821,773
Finance lease, right-of-use assets			878,189
Operating lease, right-of-use assets			363,293
Investments in limited partnership			25,000
Goodwill			892,775
Other intangible assets, net of accumulated amortization of $505,578			121,384
Total other assets			3,102,414
Total assets	$	13,660,356

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable	$	2,640,374
Deferred revenue			786,203
Accrued liabilities			756,578
Current maturities of long-term debt			5,158,385
Borrowings on line of credit			689,889
Notes payable, related party			271,838
Finance lease liabilities, current portion			491,983
Operating lease liabilities, current portion			232,688
Total current liabilities			11,027,938
Non-current liabilities
Long-term debt, less current maturities			1,257,483
Finance lease liabilities, less current portion			354,724
Operating lease liabilities, less current portion			132,656
Total non-current liabilities			1,744,863
Total liabilities			12,772,801
Shareholders' equity
Common shares, $1.00 par value; 1,000 shares authorized, issued and outstanding			1,000
Retained earnings			756,982
Total Home Medical Products, Inc. shareholders' equity			757,982
Noncontrolling interest in consolidated subsidiary			129,573
Total shareholders' equity			887,555
Total liabilities and shareholders' equity	$	13,660,356


HOME MEDICAL PRODUCTS, INC. AND SUBSIDIARY
Consolidated Statement of Income
Year Ended December 31, 2022

			2022
Revenue	$	31,850,810
Cost of revenue			13,289,274
Gross profit			18,561,536
Operating expenses
Selling, general and administrative			17,631,552
Depreciation and amortization			862,585
Gain on disposal of property and equipment			(19,553)
Operating income			86,952
Non-operating expenses
Interest income (expense), net			(421,304)
Other income			89,481
Net loss			(244,871)

Net income attributable to noncontrolling interest
in consolidated subsidiary			30,157
Net loss attributable to Home Medical Products, Inc.
and subsidiary	$	(275,028)


Description			Years
Medical equipment			1 – 5
Computer equipment			5
Office furniture and fixtures			5 – 10
Leasehold improvements			Shorter of useful life or lease
Vehicles			5


Revenue from rentals under Topic 842	$	17,338,367
Revenue from sales and services under Topic 606			14,512,443
Total revenues	$	31,850,810


Medical equipment (including leased equipment)	$	13,941,299
Computer equipment			249,225
Office furniture and fixtures			431,217
Leasehold Improvements			32,156
Vehicles			1,494,771
Total			16,148,668
Less accumulated depreciation and amortization			(11,237,710)
Property and equipment, net of
accumulated depreciation and amortization	$	4,910,958


Equipment obligations consisting of installment notes payable for medical equipment and other financing for medical equipment that transfer ownership to the Company at the end of the lease term, payable in monthly installments through 2026, including interest at zero percent to 7.99 percent.	$	5,341,204
Notes payable to banks due in monthly installments, including interest at 4.25 percent to 6.00 percent, through 2026, collateralized by certain equipment and certificates of deposit.			927,965
Other notes payable			146,699
Total			6,415,868
Less current maturities			5,940,455
Long-term debt, less current maturities	$	475,413


Cash	$	334,688
Money market accounts			512,006
Total	$	846,694


Year Ending December 31,		Amount
2023	$	5,940,455
2024		412,693
2025		52,353
2026		10,367
	$	6,415,868


Year Ending December 31			Operating Leases	Finance Leases
2023	$	242,683		$	523,105
2024			117,194	229,533
2025			17,957	143,089
Total undiscounted operating lease payments			377,834	895,727
Less: imputed interest			(12,490)	(49,020)
Present value of lease liabilities	$	365,344		$	846,707


		Operating Leases	Finance Leases
Weighted average remaining lease term (years)	1.69		1.98
Weighted average discount rate	4.25%		5.32%


Operating lease cost	$	254,806
Finance lease cost – amortization of right-of-use assets			597,550
Finance lease cost – interest on lease liabilities			30,505
Short-term lease cost			627,091
Total lease cost	$	1,509,952


Cash flows from operating leases	$	254,806
Cash flows from finance leases	$	572,840



Financial Statements

Balance Sheet			1

Statement of Income			2

Statement of Shareholder's Equity			3

Statement of Cash Flows			4

Notes to Financial Statements			5 – 14


HOME MEDICAL PRODUCTS, INC.
Balance Sheet
March 31, 2023

			2023
ASSETS
Current assets
Cash and cash equivalents	$	310,636
Certificates of deposit			874,117
Accounts receivable, less allowance for doubtful accounts of $2,127,070			2,823,695
Inventory			588,653
Other receivables			718,172
Prepaid expenses			102,223
Total current assets			5,417,496

Property and equipment, at cost			15,382,799
Less accumulated depreciation and amortization			(11,165,134)
Property and equipment, net			4,217,665

Other assets
Finance lease, right-of-use assets			656,517
Operating lease, right-of-use assets			215,435
Investments in limited partnership			25,000
Notes receivable, related party			66,962
Goodwill			593,247
Other intangible assets, net of accumulated amortization of $514,533			112,429
Total other assets			1,669,590
Total assets	$	11,304,751

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Accounts payable	$	2,450,934
Deferred revenue			738,590
Accrued liabilities			773,309
Current maturities of long-term debt			4,777,533
Borrowings on line of credit			1,004,889
Finance lease liabilities, current portion			379,387
Operating lease liabilities, current portion			160,700
Total current liabilities			10,285,342

Non-current liabilities
Long-term debt, less current maturities			203,834
Finance lease liabilities, less current portion			256,139
Operating lease liabilities, less current portion			56,789
Total non-current liabilities			516,762
Total liabilities			10,802,104

Shareholders' equity
Common shares, $1.00 par value; 1,000 shares authorized, issued and outstanding			1,000
Retained earnings			501,647
Total shareholders' equity			502,647
Total liabilities and shareholders' equity	$	11,304,751


HOME MEDICAL PRODUCTS, INC.
Statement of Income
Three Months Ended March 31, 2023


			2023
Revenue	$	6,958,311
Cost of revenue			2,513,971
Gross profit			4,444,340
Operating expenses
Selling, general and administrative			4,478,777
Depreciation and amortization			223,319
Gain on disposal of property and equipment			(20,299)
Operating income			(237,457)
Non-operating expenses
Interest income (expense), net			(122,540)
Other income			40,350
Net loss	$	(319,647)


Revenue from rentals under Topic 842	$	3,761,001
Revenue from sales and services under Topic 606			3,197,310
Total revenues	$	6,958,311


Cash and cash equivalents	$	178,652
Accounts Receivable			578,820
Inventory			197,429
Property and equipment			52,377
Other assets			468,783
Accounts Payable			(572,738)
Debt			(252,249)
Other liabilities			(253,539)
Net assets	$	397,535
Noncontrolling interest	$	129,573
Distribution of the Investment in Doc Supply	$	267,962


Medical equipment (including leased equipment)	$	13,250,548
Computer equipment			290,096
Office furniture and fixtures			434,431
Leasehold Improvements			32,156
Vehicles			1,375,568
Total			15,382,799
Less accumulated depreciation and amortization			(11,165,134)
Property and equipment, net of accumulated depreciation and amortization	$	4,217,665


Equipment obligations consisting of installment notes payable for medical equipment and other financing for medical equipment that transfer ownership to the Company at the end of the lease term, payable in monthly installments through 2026, including interest at zero percent to 7.99 percent.	$	4,161,987
Notes payable to banks due in monthly installments, including interest at 4.25 percent to 6.00 percent, through 2026, collateralized by certain equipment and certificates of deposit.			714,773
Other notes payable			104,607
Total			4,981,367
Less current maturities			4,777,533
Long-term debt, less current maturities	$	203,834


Twelve Months Ending			Amount
March 31, 2024	$	4,777,533
March 31, 2025			188,225
March 31, 2026			15,609
	$	4,981,367


Operating lease cost	$	47,798
Finance lease cost – amortization of right-of-use assets			154,938
Finance lease cost – interest on lease liabilities			9,305
Short-term lease cost			160,959
Total lease cost	$	373,000


	Viemed Healthcare, Inc.		Home Medical Products, Inc.		Pro Forma Adjustments			Pro Forma Combined
ASSETS
Current assets
Cash and cash equivalents	$	23,544	$	1,185	(16,400)		(a)	$	8,329
Accounts receivable, net of allowance for doubtful accounts	16,320		2,824					$	19,144
Inventory	3,447		589					$	4,036
Income tax receivable	—		—					$	—
Prepaid expenses and other assets	3,394		820					$	4,214
Total current assets	$	46,705	$	5,418				$	35,723
Long-term assets
Property and equipment, net	68,438		5,090		(540)		(b)	$	72,988
Equity investments	1,994		25					$	2,019
Debt investment	2,057		—					$	2,057
Deferred tax asset	3,844		—					$	3,844
Goodwill	—		593		28,862		(c)	$	29,455
Intangible asset, net	—		112		575		(d)	$	687
Other long-term assets	1,596		67					$	1,663
Total long-term assets	$	77,929	$	5,887				$	112,713
TOTAL ASSETS	$	124,634	$	11,305				$	148,436

LIABILITIES
Current liabilities
Trade payables	$	4,262	$	2,451				$	6,713
Deferred revenue	4,698		739					$	5,437
Income taxes payable	1,247		—					$	1,247
Accrued liabilities	12,817		773					$	13,590
Current portion of lease liabilities	397		540					$	937
Current portion of long-term debt	—		5,782		250		(e)	$	6,032

Total current liabilities	$	23,421	$	10,285				$	33,956
Long-term liabilities
Accrued liabilities	1,010		—					$	1,010
Long-term lease liabilities	162		313					$	475
Long-term debt	—		204		12,750		(f)	$	12,954
Total long-term liabilities	$	1,172	$	517				$	14,439
TOTAL LIABILITIES	$	24,593	$	10,802				$	48,395



SHAREHOLDERS' EQUITY




TOTAL SHAREHOLDERS' EQUITY	$	100,041	$	503	$	(503)		$	100,041

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	124,634	$	11,305				$	148,436


Purchase Price
Cash paid or payable	$	29,400

Identifiable Assets
Cash and cash equivalents	921
Accounts receivable	2,014
Inventory	582
Prepaid expenses and other assets	535
Property and equipment, net	4,550
Lease assets	756
Identifiable intangibles	687
Other long-term assets	25
TOTAL ASSETS	10,070

Identifiable Liabilities
Trade payables	2,144
Deferred revenue	732
Accrued liabilities	1,195
Current portion of lease liabilities	536
Current debt	4,558
Long-term lease liabilities	207
Long-term debt	836
TOTAL LIABILITIES	10,208

Net assets (liabilities) acquired	(138)
Resulting goodwill	$	29,538