TORONTO, Jan. 20, 2023 (GLOBE NEWSWIRE) — Skylight Health Group Inc. (TSXV:SLHG; OTCQX: SLHGF) (“Skylight Health” or the “Company”), a healthcare platform combining technology and analytics focused on transitioning patients into value based care to drive better health outcomes and experiences in the United States, announced that its Board of Directors has authorized, and the Company has declared, a dividend on its 9.25% Series A Cumulative Redeemable Perpetual Preferred Shares (the “Series A Preferred Shares”) for the month of February 2023. The Series A Preferred Shares trade under the “SLHGP” stock ticker symbol. In accordance with the terms of the Series A Preferred Shares, the Series A dividend will be payable in cash in the amount of $0.1927 per share on February 20, 2023 to the shareholders of record of the Series A Preferred Stock as of the dividend record date of January 31, 2023.
The Company also wishes to clarify details of its closing of the US$5 million convertible debenture financing previously announced on October 21, 2022, November 21, 2022 and December 20, 2022. The Convertible Debentures have a 5-year term and will mature on October 20, 2027, and December 15, 2027. The 7% Finder’s Fee totalled US$350,000 and was paid to Northland Capital Markets who is at arm’s length from Skylight and the subscriber. As stated in the press release of October 21, 2022, the funds will be used to support Skylight on its pathway to profitability. A total of 7,588,130 warrants were issued pursuant to this financing at an exercise price of $0.90 and upon conversion of the Convertible Debentures up to 7,588,130 common shares could be issued. The warrants are being re-priced from $0.90 to $0.64, subject to TSXV approval. Blocker language is in place for the Convertible Debentures and Warrants such that the Holder is restricted from converting the Principal Amount of this Debenture in whole or in part into Common Shares to the extent it would result in the Holder holding more than 4.99% of the Corporation’s then outstanding Common Shares. The Corporation shall not permit a conversion of the Principal Amount into Common Shares if as a result thereof the Holder would hold more than 9.99% of the Corporation’s then outstanding Common Shares, unless a Personal Information Form (“PIF”) from the Holder is filed with the TSXV and cleared and the customary background search is undertaken and cleared by TSXV and, in addition, if more than 19.99% of the Corporation’s then outstanding Common Shares would be held by the Holder, disinterested shareholder approval shall have been obtained.
The Company has also elected to satisfy its obligation to pay $35,590 in interest for Q4 2022 accrued from October 1, 2022 to December 31, 2022 to the holders of its unsecured convertible debentures issued and announced in a press release on August 17, 2022 (the “Debentures“) by issuing 171,105 common shares of the Company. The common shares will be issued at a deemed price of $0.208 per share in full satisfaction of the December 31st interest payment obligation in accordance with the terms of the Debentures. The Debentures bear interest daily at the rate of 8.0% per annum with interest accruing commencing on August 17, 2022, calculated and payable quarterly in arrears. The shares for debt application remains subject to approval by the TSX Venture Exchange and all shares issued will be subject to a hold period of 4 months and one day.
In line with its continued efforts to reduce costs in order to achieve EBITDA profitability, the Company has sub-leased its Corporate office in Mississauga, Canada and shifted to a virtual office model.
The Company expects to share a further update from management in the coming weeks.
About Skylight Health Group
Skylight Health Group (TSXV:SLHG OTCQX: SLHGF) is a healthcare services and technology company, working to positively impact patient health outcomes. The Company operates a US multi-state primary care health network comprised of physical practices providing a range of services from primary care, sub-specialty, allied health, and laboratory/diagnostic testing. The Company is focused on helping small and independent practices shift from a traditional fee-for-service (“FFS”) model to value-based care (“VBC”) through tools including proprietary technology, data analytics and infrastructure. In an FFS model, payors (commercial and government insurers) reimburse on an encounter-based approach. This puts a focus on the volume of patients per day. In a VBC model, the providers offer care that is aimed at keeping patients healthy and minimizing unnecessary health expenditures that are not proven to maintain the patient’s well-being. This places emphasis on quality over volume. VBC will lead to improved patient outcomes, reduced cost of delivery and drive stronger financial performance from existing practices.
Forward Looking Statements
This press release may include predictions, estimates or other information that might be considered forward-looking within the meaning of applicable securities laws. While these forward-looking statements represent our current judgments, they are subject to risks and uncertainties that could cause actual results to differ materially. You are cautioned not to place undue reliance on these forward-looking statements, which reflect our opinions only as of the date of this release. Please keep in mind that we are not obligating ourselves to revise or publicly release the results of any revision to these forward-looking statements in light of new information or future events. When used herein, words such as “look forward,” “believe,” “continue,” “building,” or variations of such words and similar expressions are intended to identify forward-looking statements. Factors that could cause actual results to differ materially from those contemplated in any forward-looking statements made by us herein are often discussed in filings we make with the Canadian securities regulators, and Canadian Securities Administrators, available at www.sedar.com, and on our website, at skylighthealthgroup.com.
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