HyperRaider40
6 months ago
I've read through https://www.sec.gov/ix?doc=/Archives/edgar/data/1844507/000121390024046762/ea0203390-05.htm" rel="nofollow" target="_blank" >AVHI S-4 EDGAR that was posted to EDGAR yesterday.
The section "Background of the Business Combination" outlines the efforts AVHI went through to find an acquisition target. Seems like VASO is a mutually beneficial target in that AVHI needs to get a deal closed and VASO unlocks significant value by uplisting to NASDAQ.
My take on the "Background" section is:
1) AVHI massive redemption significantly impaired it's attractiveness to acquisition targets when the trust account when from ~$100mn to $8mn and then ~$6mn. Not a good look for AVHI exective's dealmaking chops -- namely "Company B did not want to proceed with a transaction unless Achari provided certainty of capital available before announcing the business combination"
2) VASO is a lifeline to AVHI
3) The (continuing) NASDAQ delisting is holding up the closing. From S-4 pg 143 "On December 19, 2023, Nasdaq notified Achari that it had granted an extension, until April 2, 2024, to cure Achari’s existing continued listing deficiencies. However, Achari did not regain compliance with the Nasdaq continued listing requirements, including the minimum public holder or minimum publicly held shares, by April 2, 2024. On April 5, 2024, Nasdaq provided Achari with a delisting determination notice and, as a result, trading in Achari’s securities on Nasdaq was suspended effective with the open of the market on April 9, 2024. The Company’s securities are therefore currently eligible to trade only on the OTC Markets system. On April 19, 2024, Achari appealed Nasdaq’s delisting determination. Additionally, Donohoe, our outside advisor regarding Nasdaq matters, submitted a submission on behalf of the Company in support of such appeal on May 3, 2024. On May 17, 2024, Nasdaq staff submitted to the Nasdaq Listing and Hearing Review Council a memorandum in support of the delisting determination, which reiterated the previously cited bases for issuing a delisting determination. Although we have appealed the delisting determination and have been advised that Nasdaq will continue to process the initial listing application with respect to the Business Combination during the pendency of their appeal, there can be no guarantee that Nasdaq will do so, which may delay, or ultimately prevent the consummation of the Business Combination. Additionally, Nasdaq has not advised us of any expected timing with regard to resolution of our appeal of the delisting determination. If our securities are delisted prior to the consummation of the Business Combination, such delisting may delay, or entirely prevent, the consummation of the Business Combination. Although currently, trading, if any, will occur only in the over-the-counter market, Achari will remain technically listed on Nasdaq pending the expiration of all Nasdaq review and appeal processes."
Doesn't seem like NASDAQ are making this any easier for AVHI.
VASO can terminate the Business Combination Agreement is the delisting persists -- "Vaso, if the SPAC Shares are de-listed from the Stock Exchange prior to the Closing Date;" per page 112 but this won't trigger a breakup fee in favor of VASO.
Seems like VASO does not benefit from a termination so the ball is in AVHI's court. S-4 needs to get approved and proposals related to the delisting need shareholder approval to please NASDAQ.
Not sure there is enough time as AVHI only has one more extension (to July 2024) to get the deal done per the most recent 8-K.
Not bullish or bearish...whatever the animal representation for "it's complicated" is.
bobkubecka
11 months ago
VASO
Vaso Corporation, a Diversified Medical Technology Company Currently Trading on the OTCQX Market, to List on Nasdaq via SPAC Merger
Press Release | 12/07/2023
Business Combination with Achari Ventures Holdings Corp. I is Expected to Be Completed in First Quarter of 2024
Merger with Achari Ventures Holdings Corp. I (NASDAQ:AVHI) expected to improve capital market access for existing and prospective investors of Vaso Corporation (OTCQX:VASO).
The transaction values Vaso at a pro forma equity value of approximately $176 million at $10 per share.
Upon closing of the transaction, existing Vaso shareholders will receive consideration consisting entirely of shares of the surviving public combined company.
PLAINVIEW, NY / ACCESSWIRE / December 7, 2023 / Vaso Corporation ("Vaso," or "the Company"), a diversified medical technology company currently trading on the OTCQX market, today announced its plan to uplist from the OTCQX market to the Nasdaq Stock Market via a business combination (the "Transaction") with Achari Ventures Holdings Corp. I ("Achari", NASDAQ:AVHI). Upon the closing of the Transaction, Vaso common stock and warrants are expected to be listed on Nasdaq Capital Market ("Nasdaq") under the ticker symbols "VASO" and "VASOW", respectively. Vaso's common stock will continue to trade on the OTCQX market under the symbol "VASO" until trading on Nasdaq commences following the consummation of the proposed business combination.
Vaso is led by Chief Executive Officer Jun Ma, who will continue to lead the combined company following the proposed business combination. Achari is led by Chief Executive Officer Vikas Desai, who is also Chairman of Achari's Board of Directors.
Company Overview
Vaso Corporation is a diversified medical technology company with several distinctive but related specialties: managed IT systems and services, including healthcare software solutions and network connectivity services; professional sales services for diagnostic imaging products; and design, manufacture and sale of proprietary medical devices.
The Company operates through three wholly owned subsidiaries:
VasoTechnology, Inc. provides network and IT services through two business units: VasoHealthcare IT Corp., a national value added reseller of Radiology Information System ("RIS"), Picture Archiving and Communication System ("PACS"), and other software solutions from various vendors as well as related services, including implementation, management and support; and NetWolves Network Services LLC, a managed network services provider with an extensive, proprietary service platform to a broad base of customers.
Vaso Diagnostics, Inc. d.b.a. VasoHealthcare, provides professional sales services and is the operating subsidiary for the exclusive sales representation of a large healthcare diagnostic imaging equipment manufacturer in certain market segments in the United States.
VasoMedical, Inc. manages and coordinates the design, manufacture and sales of proprietary medical equipment and software, as well as operates the Company's overseas assets including China-based subsidiaries.
Transaction Overview
The Transaction values Vaso at a pro forma equity value of approximately $176 million, at $10.00 per share. The Boards of Directors of Vaso and Achari have each approved the Transaction, the consummation of which is subject to various customary closing conditions, including the filing and effectiveness of a Registration Statement on Form S-4 (as amended or supplemented, the "Registration Statement") by Achari with the United States Securities and Exchange Commission ("SEC"), the filing and clearance by the SEC of a proxy statement by Vaso and the approval of the stockholders of both Achari and Vaso of the proposed business combination (although Vaso shareholders representing 44% of Vaso's outstanding shares have entered into support agreements committing them to vote in favor of the Transaction). The Transaction is expected to close in the first quarter of 2024.
Additional information, including a copy of the business combination agreement, will be provided in Current Reports on Form 8-K to be filed by each of Achari and Vaso with the SEC.
Advisors
Ladenburg Thalmann & Co. Inc. is serving as financial and capital markets advisor to Vaso. Katten Muchin Rosenman LLP is acting as legal advisor to Achari and Ortoli Rosenstadt LLP is acting as legal advisor to Vaso.
About Achari Ventures Holdings Corp. I
Achari Ventures Holdings Corp. I (NASDAQ:AVHI) is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses.
Additional Information and Where to Find It
Achari intends to file with the SEC the Registration Statement, which will include a preliminary proxy statement/prospectus of Achari, which will be both the proxy statement to be distributed to holders of shares of Achari's common stock in connection with the solicitation of proxies for the vote by Achari's stockholders with respect to the proposed business combination and related matters as may be described in the Registration Statement, as well as the prospectus relating to the offer and sale of the securities to be issued in the business combination. Vaso intends to file with the SEC (the "Company Proxy Statement") a preliminary proxy statement of Vaso, which will be the proxy statement to be distributed to holders of shares of Vaso's common stock in connection with the solicitation of proxies for the vote by Vaso's stockholders with respect to the proposed business combination and related matters as may be described in the proxy statement.
After the Registration Statement is declared effective, Achari will mail a definitive proxy statement/prospectus and other relevant documents to its stockholders. After clearance from the SEC with respect to the Company Proxy Statement, Vaso will mail a definitive proxy statement and other relevant documents to its stockholders. Achari's and Vaso's stockholders and other interested persons are advised to read, when available, the preliminary proxy statement/prospectus to be filed by Achari, and any amendments thereto, the preliminary proxy statement to be filed by Vaso, and any amendments thereto, the definitive proxy statement/prospectus to be filed by Achari and the definitive proxy statement to be filed by Vaso, because such documentation will contain important information about Achari, Vaso and the proposed business combination. This press release is not a substitute for the Registration Statement, the Company Proxy Statement, the definitive proxy statement/prospectus to be filed by Achari, the definitive proxy statement to be filed by Vaso or any other document that Achari or Vaso will send to their respective stockholders in connection with the business combination.
INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ, WHEN AVAILABLE, THE REGISTRATION STATEMENT, PROXY STATEMENT/PROSPECTUS, COMPANY PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS COMBINATION AND THE PARTIES TO THE BUSINESS COMBINATION.
The definitive proxy statement/prospectus to be filed by Achari and the definitive proxy statement to be filed by Vaso will each be mailed to Achari and Vaso's respective stockholders as of record dates to be established for voting on the proposed business combination and related matters. Stockholders of Achari and Vaso may obtain copies of the proxy statement/prospectus to be filed by Achari and the proxy statement to be filed by Vaso, when available, without charge, at the SEC's website at www.sec.gov or by directing requests to each of: Vaso Corporation, 137 Commercial Street, Suite 200, Plainview, New York 11803 or Achari Ventures Holdings Corp. I, 60 Walnut Avenue, Suite 400, Clark, NJ 07066, as applicable.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE BUSINESS COMBINATION OR THE ACCURACY OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Participants in Solicitation
This press release is not a solicitation of a proxy from any investor or security holder. However, Achari and Vaso and their respective directors, officers and other members of their management and employees may be deemed to be participants in the solicitation of proxies from Achari's and Vaso's stockholders with respect to the proposed business combination and related matters. Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of the directors and officers of Achari and Vaso in the proxy statement/prospectus to be filed by Achari relating to the proposed business combination when it is filed with the SEC and the proxy statement to be filed by Vaso relating to the proposed business combination when it is filed with the SEC. These documents may be obtained free of charge from the sources indicated above.
No Offer or Solicitation
This press release is for informational purposes only, and is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or subscribe for any securities or a solicitation of any vote of approval, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law.
Forward-Looking Statements
Certain statements in this press release are "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Such forward-looking statements are often identified by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "forecasted," "projected," "potential," "seem," "future," "outlook," and similar expressions that predict or indicate future events or trends or otherwise indicate statements that are not of historical matters, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking statements and factors that may cause actual results to differ materially from current expectations include, but are not limited to: (i) the effect of changes taking place across the intersection of the information technology and healthcare industries, (ii) continuation of the Company's agreement with a major healthcare diagnostic imaging equipment manufacturer, (iii) the impact of competitive technology and products and their pricing on the Company's technology and products, (iv) medical insurance reimbursement policies, (v) unexpected manufacturing or supplier problems, (vi) unforeseen difficulties and delays in product development programs, (vii) the actions of regulatory authorities and third-party payors in the United States and overseas, and (viii) the risk factors reported from time to time in the Company's and Achari's SEC reports. The forgoing factors are not exhaustive and additional factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the occurrence of any event, change or other circumstances that could give rise to the termination of negotiations and any subsequent definitive agreements with respect to the business combination; (2) the outcome of any legal proceedings that may be instituted against Achari or Vaso, the combined company or others following the announcement of the business combination and any definitive agreements with respect thereto; (3) the inability to complete the business combination due to the failure to obtain approval of the stockholders of Achari or Vaso or to satisfy other conditions to closing; (4) changes to the proposed structure of the business combination that may be required or appropriate as a result of applicable laws or regulations or as a condition to obtaining regulatory approval of the business combination; (5) the ability to meet stock exchange listing standards following the consummation of the business combination; (6) the risk that the business combination disrupts current plans and operations of Vaso as a result of the announcement and consummation of the business combination; (7) the ability to recognize the anticipated benefits of the business combination, which may be affected by, among other things, competition, the ability of the combined company to grow and manage growth profitably, maintain key relationships and retain its management and key employees; (8) costs related to the business combination; (9) changes in applicable laws or regulations; (10) the possibility that Vaso or the combined company may be adversely affected by other economic, business, and/or competitive factors and (11) Vaso's estimates of expenses and profitability. The foregoing list of factors is not exhaustive.
The reader should carefully consider the foregoing factors and the other risks and uncertainties described in the "Risk Factors" section of Achari's final prospectus dated October 14, 2021 (Registration No. 333-258476), related to its initial public offering, Achari's and Vaso's Annual Reports on Form 10-K filed with the SEC and other documents filed by Achari and Vaso from time to time with the SEC.
The reader is cautioned not to place undue reliance on these forward-looking statements, which only speak as of the date made, are not a guarantee of future performance and are subject to a number of uncertainties, risks, assumptions and other factors, many of which are outside the control of Achari and Vaso. Achari and Vaso expressly disclaim any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the expectations of Achari or Vaso with respect thereto or any change in events, conditions or circumstances on which any statement is based.
Investor Contacts
For Vaso:
Michael J. Beecher
Investor Relations
Phone: 516-997-4600
Email: mbeecher@vasocorporation.com
For Achari:
Rob Kelly
MATTIO Communications
416-992-4539
AchariSpac@mattio.com
SOURCE: Vaso Corporation
bobkubecka
2 years ago
CORRECTION FROM SOURCE: Vaso Corporation Announces Financial Results for Fourth Quarter and Full Year of 2022
Press Release | 03/29/2023
The Company Announces Record Annual Revenue and Profit
PLAINVIEW, NY / ACCESSWIRE / March 29, 2023 / Vaso Corporation ("Vaso") (OTCQB:VASO) today announced its operating results for the three months and year ended December 31, 2022.
"The Company recorded annual revenue of $80.0 million in fiscal year 2022, a growth of 5.9% over the prior year, and achieved an annual operating income of $7.0 million, an increase of 149.5% year-over-year. Net income for the year also increased significantly, to $11.9 million from $6.1 million for 2021," stated Dr. Jun Ma, President and Chief Executive Officer of Vaso Corporation. "We were able to deliver such continued improvements in the top- and bottom-line results thanks to the extraordinary performance of our professional sales service segment and improved operating results in our IT segment, despite the negative effect of last year's COVID lockdowns in China that our equipment segment endured."
"Our balance sheet remains strong, with $20.3 million of cash and short-term investments at the end of 2022 as a result of $14.4 million in operating cashflow generated during the year," Dr. Ma continued. "Deferred revenue increased by $5.8 million in fiscal year 2022 to reach a historical high of $30.8 million as of December 31, 2022, which will turn into recognized revenue once the underlying products or services are delivered in future periods."
"With a healthy financial position and a diversified business portfolio, management is optimistic about the Company's performance going forward. Our IT segment has improved operating efficiency as it's recovering from the impact of the COVID-19 pandemic; our professional sales service segment continues to outperform expectations and has expanded the scope of its partnership with GE HealthCare; and our equipment segment is starting to evolve from a pure product play to a more product-based service business. We would not be able to accomplish all these without our employees' dedication and professionalism. On behalf of the board of directors, I want to thank them as well as our shareholders for their continued support," concluded Dr. Ma.
Financial Results for Three Months Ended December 31, 2022
For the three months ended December 31, 2022, revenue decreased by 4.2% to $23.5 million from $24.5 million for the same period of 2021, due to lower revenues in all our business segments. Revenue in our IT segment decreased by $0.4 million, or 3.7%, to $10.2 million as the result of lower recurring services during the quarter; revenue in our equipment segment decreased by $0.5 million, or 39.1%, to $0.8 million due to lower equipment sales in China in the quarter; and revenue in our professional sales service segment decreased by $0.1 million, or 1.0%, to $12.4 million due to lower incentive revenue when compared to the prior year, partially offset by higher equipment deliveries. We anticipate that revenue will improve in all three business segments, as we expect growth from new business in the IT segment, growth in our professional sales service segment resulting from strong order bookings in 2022, and a recovery of our China operations from last year's COVID lockdowns.
Gross profit for the fourth quarter of 2022 decreased by 5.3% to $14.8 million, compared with a gross profit of $15.7 million for the same quarter of 2021. This decrease was primarily the result of a decrease in revenue and the increase in commission expense in the professional sales service segment.
Selling, general and administrative (SG&A) expenses for the fourth quarter of 2022 increased by 2.9% to $11.3 million, compared to $10.9 million for the fourth quarter of 2021. The increase was primarily attributable to an increase in personnel and travel costs in the professional sales service segment, offset by a decrease in travel and other costs in the IT segment. SG&A expenses were 48.0% and 44.7% of revenue in the fourth quarter of 2022 and 2021, respectively.
Net income for the three months ended December 31, 2022 was $8.2 million, compared with a net income of $3.3 million for the three months ended December 31, 2021. The increase was primarily due to the recognition of a $4.8 million tax benefit resulting from a reduction in the reserve for deferred tax assets.
Financial Results for Year Ended December 31, 2022
For the year ended December 31, 2022, revenue increased by $4.4 million, or 5.9%, to $80.0 million when compared with $75.6 million of revenue for the year 2021. Revenue in our IT segment decreased by 6.6% to $40.1 million for the year 2022, from 2021 revenue of $42.9 million, primarily due to a decrease of revenue in the network services business. Commission revenues in our professional sales service segment increased by $7.9 million, or 26.8%, to $37.3 million in the year 2022, compared to $29.4 million in 2021, primarily as the result of higher equipment deliveries by our partner and higher blended commission rates for the equipment delivered during the year. Equipment segment revenue for the year 2022 decreased by 20.1% to $2.6 million, from $3.2 million in 2021, due to a decrease in product sales in our China operations and the effect of foreign exchange rates, partially offset by a small increase in U.S. sales.
Gross profit for the year ended December 31, 2022 increased by 12.4% to $48.5 million, from $43.1 million in 2021, as a result of the higher revenue as well as higher gross profit margin in 2022.
SG&A expenses for the year ended December 31, 2022 increased by $2.3 million, or 5.8%, to $40.8 million, or 51.0% of revenue, compared with $38.6 million, or 51.1% of revenue, for the same period in 2021. The increase resulted primarily from an increase of $2.2 million in personnel and travel costs in the professional sales service segment.
For the year ended December 31, 2022, the Company had net income of $11.9 million, $5.8 million greater than the net income of $6.1 million for the year ended December 31, 2021.
Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization, and share-based compensation) was $9.0 million for the year ended December 31, 2022, compared to Adjusted EBITDA of $10.4 million for the year ended December 31, 2021 which included $3.6 million of PPP loan and interest forgiveness the Company recognized as income in 2021.
Net cash provided from operating activities in 2022 was $14.4 million, compared to net cash provided from operating activities of $7.8 million in 2021. The increase is principally due to the increase in profitability. Net cash and short-term investments increased to $20.3 million at December 31, 2022, compared to $6.6 million at December 31, 2021. The increase is the net effect of the increase in cash from operating activities and lower debt service payments in 2022 compared to 2021.
Deferred revenue increased to $30.8 million at December 31, 2022, compared to $25.0 million at December 31, 2021. The increase is primarily the result of higher order bookings in the professional sales service segment. Deferred revenue will be recognized in the future when the underlying equipment or services are delivered and accepted at the customer site.
About Vaso
Vaso Corporation is a diversified medical technology company with several distinctive but related specialties: managed IT systems and services, including healthcare software solutions and network connectivity services; professional sales services for medical equipment; and design, manufacture and sale of proprietary medical devices.
The Company operates through three wholly owned subsidiaries:
VasoTechnology, Inc. provides network and IT services through two business units: NetWolves Network Services LLC, a managed network services provider with an extensive, proprietary service platform to a broad base of customers; and VasoHealthcare IT Corp., a national value added reseller of Radiology Information System ("RIS"), Picture Archiving and Communication System ("PACS"), and other software solutions from various vendors as well as related services, including implementation, management and support.
Vaso Diagnostics, Inc. d.b.a. VasoHealthcare, provides professional sales services and is the operating subsidiary for the exclusive sales representation of GE HealthCare diagnostic imaging and ultrasound products in certain market segments in the USA.
VasoMedical, Inc. manages and coordinates the design, manufacture and sales of proprietary medical equipment and software, as well as operates the Company's overseas assets including China-based subsidiaries.
Additional information is available on the Company's website at www.vasocorporation.com.
Summarized Financial Information
FOR THE THREE MONTHS ENDED FOR THE YEAR ENDED
STATEMENTS OF OPERATIONS
December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021
(In thousands)
(Unaudited)
Revenue
$ 23,470 $ 24,500 $ 80,017 $ 75,579
Gross profit
14,840 15,674 48,481 43,133
Operating income
3,398 3,443 7,033 2,819
Other income (expense), net
41 (67 ) 97 3,432
Income before taxes
3,439 3,376 7,130 6,251
Income tax benefit (expense)
4,785 (64 ) 4,743 (151 )
Net income
8,224 3,312 11,873 6,100
Income tax (benefit) expense
(4,785 ) 64 (4,743 ) 151
Interest (income) expense, net
(75 ) 40 (85 ) 301
Depreciation and amortization
347 2,092 1,923 3,840
Non-cash stock-based compensation
13 6 35 31
Adjusted EBITDA*
$ 3,724 $ 5,514 $ 9,003 $ 10,423
BALANCE SHEETS December 31, 2022 December 31, 2021
(In thousands)
Total current assets
$ 42,000 $ 27,803
Total assets
$ 72,655 $ 52,361
Total current liabilities
$ 31,708 $ 31,000
Total stockholders' equity
$ 22,875 $ 11,310
*Adjusted EBITDA is earnings before interest, taxes, depreciation and amortization and non-cash stock-based compensation.
Except for historical information contained in this release, the matters discussed are forward-looking statements that involve risks and uncertainties. When used in this report, words such as "anticipates", "believes", "could", "estimates", "expects", "may", "optimistic", "plans", "potential" and "intends" and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. Among the factors that could cause actual results to differ materially are the following: the effect of business and economic conditions, including the possibility of a downturn in the US economy and the continued impact of the COVID-19 pandemic; the effect of the dramatic changes taking place in IT and healthcare; continuation of the GEHC agreement; the impact of competitive technology and products and their pricing; medical insurance reimbursement policies; manufacturing or supplier problems; unforeseen difficulties and delays in product development programs; the actions of regulatory authorities and third-party payers in the United States and overseas; and the risk factors reported from time to time in the Company's SEC reports. The Company undertakes no obligation to update forward-looking statements as a result of future events or developments.
SOURCE: Vaso Corporation
View source version on accesswire.com:
https://www.accesswire.com/746443/CORRECTION-FROM-SOURCE-Vaso-Corporation-Announces-Financial-Results-for-Fourth-Quarter-and-Full-Year-of-2022
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bobkubecka
2 years ago
https://www.otcmarkets.com/stock/VASO/news/Vaso-Corporation-Announces-Financial-Results-for-Fourth-Quarter-and-Full-Year-of-2022?id=394880
Vaso Corporation Announces Financial Results for Fourth Quarter and Full Year of 2022
Press Release | 03/29/2023
The Company Reports 5.9% Growth in Revenue and 149% Growth in Operating Income
PLAINVIEW, NY / ACCESSWIRE / March 29, 2023 / Vaso Corporation ("Vaso") (OTCQB:VASO) today announced its operating results for the three months and year ended December 31, 2022.
"Our professional sales service segment continued exceptional growth, driving the Company's total revenue for fiscal year 2022 to $80.0 million, a growth of 5.9% over the fiscal year 2021. Compounding it with an improvement in gross profit, we recorded an annual operating profit of $7.9 million, an increase of 12.4% year-over-year," commented Dr. Jun Ma, President and Chief Executive Officer of Vaso Corporation. "Such an accomplishment would not be possible without the dedication and professionalism of our employees, who must be constantly balancing their life and work while facing the tremendous uncertainties in business and daily life during the pandemic. On behalf of the board of directors and the management of the Company, I thank you."
"The Company's financial position continues to improve with little debt and with cash and short term investments of $20.3 million at year end. In addition, deferred revenue as of December 31, 2022 was at a historical high of $30.8 million, a $5.8 million increase over the prior 12-month period. With a healthy cash position thanks to the positive cash flow of $14.4 million generated in operating activities during the year, and in light of the pandemic's recent tapering off, we remain optimistic about the Company's performance going forward," concluded Dr. Ma.
Financial Results for Three Months Ended December 31, 2022
For the three months ended December 31, 2022, revenue decreased by 4.2% to $23.5 million from $24.5 million for the same period of 2021, due primarily to the decrease of $.4 million, or 3.8%, in revenue in our IT segment as the result of lower recurring services during the quarter and a decrease of $.5 million, or 39.2%, in revenue in our equipment segment due to lower equipment sales. Revenue in our professional sales service segment decreased 1.0%, to $12.4 million in the fourth quarter 2022, compared to the same quarter of 2021, due to lower incentive revenue, partially offset by higher equipment deliveries. We anticipate that revenue will improve in our IT and professional sales service segments in 2023 as we expect growth from new business in the IT segment and growth in our professional sales service segment resulting from strong order bookings in 2022.
Gross profit for the fourth quarter of 2022 decreased by 5.3% to $14.8 million, compared with a gross profit of $15.7 million for the same quarter of 2021. This decrease was primarily the result of the increase in commission expense in the professional sales service segment and lower sales in the equipment segment.
Selling, general and administrative (SG&A) expenses for the fourth quarter of 2022 increased by 2.9% to $11.3 million, compared to $10.9 million for the fourth quarter of 2021. The increase was primarily attributable to an increase in personnel and travel costs in the professional sales service segment, offset by a decrease in travel and other costs in the IT segment. SG&A expenses were 48.0% and 44.7% of revenue in the fourth quarter of 2022 and 2021, respectively.
Net income for the three months ended December 31, 2022 was $8.2 million, compared with a net income of $3.3 million for the three months ended December 31, 2021. The increase was primarily due to the recognition of a $4.8M tax benefit resulting from a reduction in the reserve for deferred tax assets.
Financial Results for Year Ended December 31, 2022
For the year ended December 31, 2022, revenue increased by $4.4 million or 5.9% to $80.0 million when compared with $75.6 million for the year 2021. Revenue in our IT segment decreased 6.6% to $40.1 million for the year 2022, from 2021 revenue of $42.9 million, primarily due to a decrease of revenue in the network services business. Commission revenues in our professional sales service segment increased $7.9 million, or 26.8%, to $37.3 million in the year 2022, compared to $29.4 million in 2021. The increase was the result of higher equipment deliveries by our partner and higher blended commission rates for the equipment delivered during the year. Equipment segment revenue for the year 2022 decreased by 20.1% to $2.6 million, from $3.2 million in 2021, principally due to an decrease in product sales in our China operations and the effect of foreign exchange rates.
Gross profit for the year ended December 31, 2022 increased 12.4% to $48.5 million, from $43.1 million in 2021, as a result of the higher revenue in our professional sales service segment.
SG&A expenses for the year ended December 31, 2022 increased $2.3 million or 5.8% to $40.8 million, or 51.0% of revenue, compared with $38.6 million, or 51.1% of revenue, for the same period in 2021. The increase resulted primarily from an increase of $2.2 million in personnel and travel costs in the professional sales service segment.
For the year ended December 31, 2022, the Company had net income of $11.9 million, $5.8 million greater than the net income of $6.1 for the year ended December 31, 2021.
Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization, and share-based compensation) was $9.0 million for the year ended December 31, 2022 compared to Adjusted EBITDA of $10.4 million for the year ended December 31, 2021.
Net cash provided from operating activities in 2022 was $14.4 million, compared to net cash provided from operating activities of $7.8 million in 2021. The increase is principally due to the increase in profitability. Net cash and short-term investments increased to $20.3 million at December 31, 2022, compared to $6.6 million at December 31, 2021. The increase in cash is the net effect of the increase in cash from operating activities and lower debt service payments in 2022 compared to 2021.
Deferred revenue increased to $30.8 million at December 31, 2022, compared to $25.0 million at December 31, 2021. The increase is primarily the result of high order bookings in the professional sales service segment. The deferred revenue will be recognized in the future when the underlying equipment or services are delivered and accepted at the customer site.
About Vaso
Vaso Corporation is a diversified medical technology company with several distinctive but related specialties: managed IT systems and services, including healthcare software solutions and network connectivity services; professional sales services for diagnostic imaging products; and design, manufacture and sale of proprietary medical devices.
The Company operates through three wholly owned subsidiaries:
VasoTechnology, Inc. provides network and IT services through two business units: VasoHealthcare IT Corp., a national value added reseller of Radiology Information System ("RIS"), Picture Archiving and Communication System ("PACS"), and other software solutions from various vendors as well as related services, including implementation, management and support; and NetWolves Network Services LLC, a managed network services provider with an extensive, proprietary service platform to a broad base of customers.
Vaso Diagnostics, Inc. d.b.a. VasoHealthcare, provides professional sales services and is the operating subsidiary for the exclusive sales representation of GE Healthcare diagnostic imaging products in certain market segments in the USA.
VasoMedical, Inc. manages and coordinates the design, manufacture and sales of proprietary medical equipment and software, as well as operates the Company's overseas assets including China-based subsidiaries.
Additional information is available on the Company's website at www.vasocorporation.com.
Summarized Financial Information
FOR THE THREE MONTHS ENDED FOR THE YEAR ENDED
STATEMENTS OF OPERATIONS
December 31, 2022 December 31, 2021 December 31, 2022 December 31, 2021
(In thousands)
(Unaudited)
Revenue
$ 23,470 $ 24,500 $ 80,017 $ 75,579
Gross profit
14,840 15,674 48,481 43,133
Operating income
3,398 3,443 7,033 2,819
Other income (expense), net
41 (67 ) 97 3,432
Income before taxes
3,439 3,376 7,130 6,251
Income tax benefit (expense)
4,785 (64 ) 4,743 (151 )
Net income
8,224 3,312 11,873 6,100
Income tax (benefit) expense
(4,785 ) 64 (4,743 ) 151
Interest (income) expense, net
(75 ) 40 (85 ) 301
Depreciation and amortization
347 2,092 1,923 3,840
Non-cash stock-based compensation
13 6 35 31
Adjusted EBITDA*
$ 3,724 $ 5,514 $ 9,003 $ 10,423
BALANCE SHEETS December 31, 2022 December 31, 2021
(In thousands)
Total current assets
$ 42,000 $ 27,803
Total assets
$ 72,655 $ 52,361
Total current liabilities
$ 31,708 $ 31,000
Total stockholders' equity
$ 22,875 $ 11,310
*Adjusted EBITDA is earnings before interest, taxes, depreciation and amortization and non-cash stock-based compensation.
Except for historical information contained in this release, the matters discussed are forward-looking statements that involve risks and uncertainties. When used in this report, words such as "anticipates", "believes", "could", "estimates", "expects", "may", "optimistic", "plans", "potential" and "intends" and similar expressions, as they relate to the Company or its management, identify forward-looking statements. Such forward-looking statements are based on the beliefs of the Company's management, as well as assumptions made by and information currently available to the Company's management. Among the factors that could cause actual results to differ materially are the following: the effect of business and economic conditions, including the impact of the current COVID-19 pandemic; the effect of the dramatic changes taking place in IT and healthcare; continuation of the GEHC agreement; the impact of competitive technology and products and their pricing; medical insurance reimbursement policies; unexpected manufacturing or supplier problems; unforeseen difficulties and delays in product development programs; the actions of regulatory authorities and third-party payers in the United States and overseas; and the risk factors reported from time to time in the Company's SEC reports. The Company undertakes no obligation to update forward-looking statements as a result of future events or developments.
Investor Contact:
Michael J. Beecher
Investor Relations
Phone: 516-997-4600
Email: mbeecher@vasocorporation.com
SOURCE: Vaso Corporation
View source version on accesswire.com:
https://www.accesswire.com/746125/Vaso-Corporation-Announces-Financial-Results-for-Fourth-Quarter-and-Full-Year-of-2022
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