Centric Health Announces New Agreement with GHIS

TORONTO, June 9, 2011 /CNW/ - Centric Health Corporation ("Centric Health" or the "Company") (TSX: CHH), Canada's leading diversified healthcare services company, today announced that it has entered into a new Consulting Agreement between the Company and Global Healthcare Investments & Solutions Inc ("GHIS") and is in the process of concluding an agreement relating to the existing arrangement between Centric Health, GHIS Capital Inc. ("GHIS Capital") and Alegro Health Partners, Inc ("AHP") (the "AHP transaction").

Given the significant developments within the Company, and following a process involving an independent committee of the Board of Directors of Centric Health, agreements have been reached, or are being concluded, in relation to the following:

  • Consulting Agreement: The replacement of the existing Consulting Agreement with a new 4-year Consulting Agreement to take into consideration the active involvement in the Company by GHIS as well as the Company's growth and future prospects.
    • The compensation for the services provided by GHIS have been changed from the existing annual fee of $240,000 plus 1% of the market capitalization ("Market Cap Fee") to a fixed annual fee of $1.2 million under the new agreement;
    • The completion fees, which are subject to approval of the Board of Directors from time to time, have been changed from 1.5% of enterprise value for completed transactions under the existing agreement to 0.5% of enterprise value for completed transactions under the new agreement.
  • AHP Transaction: In 2007 AHP was formed with the agreement that the Company would pursue and conduct all new business opportunities in the healthcare sector distinct from the Company's rehabilitation, medical assessment and related activities through AHP. GHIS Capital has an existing right to acquire a 25% interest in AHP. This existing right will be terminated pursuant to the AHP transaction. The AHP transaction is subject to the delivery of a fairness opinion from a national tier audit firm as well as regulatory approval, following which further details of the AHP transaction will be announced.
  • Executive Chairman: Dr. Jack Shevel will receive compensation for his role as Executive Chairman based on market terms as approved by the Remuneration Committee of the Board of Directors from time to time.

Additional Remarks

"Given the significant developments within Centric Health and activity and prospects going forward, the transactions represent an important step by the Company in simplifying the corporate structure and advisory arrangements as well as aligning key interests," said Peter Walkey, Chief Financial Officer of Centric Health.

"GHIS has clearly played an extremely valuable role in the growth of the Company. Their continued active involvement represents a significant differentiator and driver for the future growth of Centric Health given their commitment and success to date as well as formidable track record in building successful companies in the healthcare sector," said Dan Carriere, Chief Executive Officer of Centric Health.

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 / www.lifemark.ca / www.medichair.com. 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 statements" within the meaning of applicable Canadian securities legislation.  These forward-looking statements include, among others, statements regarding 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, which could cause actual results to vary and in some instances to differ materially from those anticipated by Centric Health and described in the forward-looking statements contained in this press release. No assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur or, if any of them do so, what benefits Centric Health will derive there-from.

For further information:

Peter Walkey
Chief Financial Officer
Centric Health
416-496-6166 ext. 329
peter.walkey@centrichealth.ca
        Catherine Love
Investor Relations
TMX Equicom
416-815-0700 ext. 266
clove@equicomgroup.com