Quest unit to buy assets of Provant Health

Hooper Holmes, Inc. d/b/a Provant Health (OTCQX:HPHW) (“Provant Health” or the “Company”), the largest publicly traded, pure-play health and well-being provider in the U.S., today announced that it has entered into an asset purchase agreement with Summit Health, Inc., a subsidiary of Quest Diagnostics (“Quest”), the world’s leading provider of diagnostic testing, information, and services.

Under the asset purchase agreement, Quest will acquire substantially all of Provant Health’s assets and will continue the Company’s service offerings as it has in the past. Throughout the transaction process, Provant Health will continue to serve its customers, remaining focused on meeting customer and partner obligations in the busy fourth quarter season. Upon completion of the transaction, Quest will lend its history, expertise, and resources in the health care space to enhance the experiences of Provant Health’s customers and partners.

Mark Clermont, president of Provant Health, commented, “We believe that the purchase of Provant Health by Quest will extend greater value to our customers and partners than ever before. Quest recognized that Provant Health’s comprehensive services add valuable programs, people and technology to its offerings. Quest’s reach in its space is unrivaled, and its knowledge, resources, and capabilities will only enhance the experiences of those we serve.”

To support Provant Health in meeting its working capital requirements during the sale process, the Company has signed definitive agreements with its two primary lenders, SWK and CNH, to provide up to $13.6 MM, that will allow the Company to continue to operate the business through closing of the sale which is anticipated to be on or before the tenth of October. The Quest asset purchase agreement is valued at $27 million dollars and takes the form of a “stalking horse” bid, with the sale to be completed after an auction process carried out under the terms of section 363 of the bankruptcy code. The Quest asset purchase agreement also contains a transition services agreement “TSA” through December 31, 2018, to ensure a smooth client transition and seamless continued operations.

“After the merger of Hooper Holmes and Provant in 2017, the combined company was saddled with a significant working capital shortfall, an over-leveraged balance sheet and experienced significant losses in 2017. Through this acquisition by Quest, the Company is now positioned for success,” noted Jim Fleet, chief restructuring officer/senior executive in charge of Provant Health.

In conjunction with the sale process, the Company petitioned for Chapter 11 bankruptcy on Monday, August 27, 2018, to facilitate a rapid 363 sale process with an anticipated transaction close date on or before of the tenth of October 2018.

Provant Health underscores its continued commitment to serving its customers and employees as it undergoes this strategic transition.

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