Pluribus Technologies completes asset sale of TeleMED and TDM

Pluribus Technologies Corp. (TSXV: PLRB), a notable player in the technology sector, has officially concluded the sale of key assets from its wholly-owned subsidiaries, TeleMED Diagnostic Management Inc. and TDM Telehealth Technology Ltd. The transaction, completed for a total cash purchase price of $5,070,000, marks a pivotal moment for the company as it aims to streamline its operations and intensify focus on its primary business activities.

The deal, finalized under the terms of an asset and share purchase agreement dated May 10, 2024, involves a staggered payment structure. The initial closing payment was $4,170,000 in cash. This will be followed by additional payments totaling $900,000, distributed over specific milestones within the next year. These subsequent payments are structured to ensure compliance with certain conditions and performance metrics outlined in the Purchase Agreement.

Financial Details and Transaction Structure

Upon the transaction’s closing, Pluribus Technologies made a significant payment of $2,650,000 to the National Bank of Canada. This payment was part of an agreement related to a previously-announced forbearance agreement, which itself is linked to a secured credit agreement among Pluribus, its subsidiaries, and National Bank, dating back to April 27, 2022.

The transaction’s structure includes several contingent payments: $400,000 due within ten business days post-fulfillment of specific conditions, a $200,000 payment concerning the finalization of the net tangible asset amount for TeleMED and TDM, and a $300,000 payment on the first anniversary of the closing date. These payments are subject to adjustments based on the terms agreed upon in the Purchase Agreement.

Corporate Strategy and Future Outlook

Diane Pedreira, Chief Operating Officer of Pluribus Technologies and President and COO of TeleMED, highlighted the transaction’s significance, noting the 2.5x increase in EBITDA over the past four years under Pluribus’s management. This sale allows Pluribus to reallocate resources more effectively towards core business segments and strategic goals.

The strategic review process that led to this transaction forms part of a broader initiative by Pluribus to evaluate potential pathways to enhance growth, development, and shareholder value. The company has indicated that its strategic review will continue post-transaction to explore further options for optimization and growth.

Advisory and Long-term Commitment

Canaccord Genuity Corp. served as an advisor for this transaction, playing a key role in its execution. The buyer of the TeleMED and TDM assets has expressed a commitment to maintaining long-term relationships with the businesses’ employees and customers, ensuring continuity and stability moving forward.