Centric Health Announces Final Closing of Public Offering of Units

Feb 22, 2012


TORONTO, Feb. 22, 2012 /CNW/ - Centric Health Corporation ("Centric Health" or "the Company") (TSX: CHH) announced today that it has completed the second and final closing (the "Second Closing") of its offering of units (the "Units") made pursuant to a shelf prospectus supplement dated December 13, 2011 to the Company's base shelf prospectus filed on October 21, 2011 (the "Offering"). Pursuant to the Offering, Centric Health sold a total of 1,361 Units at a price of $10,000 per Unit, for aggregate gross proceeds of $13,610,000 under the first and Second Closing. Over 225 investors participated as part of the Directed Share Program, representing over 80% of the total gross proceeds.

"The closing of this Offering represents a significant milestone for our Company," said Dr. Jack Shevel, Executive Chairman of Centric Health.  "The Offering has afforded Staff and Healthcare Professionals an opportunity to share in the strategic growth and development of our Company.  Most importantly, it differentiates Centric Health as a unique and dynamic healthcare services company that seeks to find ways to align the interests of its stakeholders to bring better care to more people through the highest standards of committed and passionate quality care."

Each Unit was comprised of three components:

  • $2,000 worth of Centric Health Common Shares equal to 1,283 Common Shares priced at $1.56 per share;
  • $8,000 principal amount of unsecured, subordinated, convertible Notes due December 22, 2016 which bear interest at an annual rate of 6% paid semi-annually; and
  • 1,283 Common Share purchase Warrants each of which entitles the holder thereof to purchase one Common Share at a price of $1.66 per share on December 22, 2016.

As a result of the Offering, the number of shares in the Company has increased by 1,746,163 with an equal number of warrants having been granted pursuant thereto.  The total value of convertible notes outstanding is $10,888,000, which, if all converted at the election of the Holders on the terms described in the shelf prospectus supplement, would result in the issuance of an additional 3,489,713 common shares on a fully diluted basis.

The Offering was conducted on an agency basis through National Bank Financial Inc.

The base shelf prospectus and the prospectus supplement relating to the offering were filed on SEDAR and can be obtained from SEDAR at http://www.sedar.com.

No securities regulatory authority has either approved or disapproved of the contents of this news release. The securities being offered have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the ''U.S. Securities Act''), or any state securities laws, and may not be offered or sold in the United States unless pursuant to an exemption therefrom. This press release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer to buy any securities of Centric Health in any jurisdiction.

About Centric Health
Centric Health's vision is to be Canada's premier healthcare company, providing innovative solutions centered on patients and healthcare professionals. As a diversified healthcare company with investments in several niche service areas, Centric Health currently has operations in medical assessments, disability and rehabilitation management, physiotherapy and surgical centres, homecare, specialty pharmacy and wellness and prevention. With knowledge and experience of healthcare delivery in international markets and extensive and trusted relationships with payers, physicians, and government agencies, Centric Health is pursuing expansion opportunities into other healthcare sectors to create value for all stakeholders with an unwavering commitment to the highest quality of care.  Centric Health is listed on the TSX under the symbol CHH. For further information, please visit www.centrichealth.ca. Centric Health's strategic advisor is Global Healthcare Investments & Solutions, Inc. ("GHIS") (www.ghis.us).  GHIS and entities controlled by shareholders of GHIS are currently the largest shareholders of Centric Health.

This press release contains statements that may constitute "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, among others, statements regarding the Offering, Centric Health's business strategy, plans and other expectations, beliefs, goals, objectives, information and statements about possible future events. Readers are cautioned not to place undue reliance on such forward-looking statements. Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks (including, without limitation, those described in the Prospectus) which could cause actual results to vary materially from those anticipated by Centric Health and described in the forward-looking information contained in this press release. No assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur or, if any of them do so, what benefits Centric Health will derive therefrom.

For further information:

Peter Walkey
Chief Financial Officer
Centric Health

Lawrence Chamberlain
Investor Relations
TMX Equicom
416-815-0700 ext 257