Centric Health Prices Public Offering of Units

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

TORONTO, Dec.14, 2011 /CNW/ - Centric Health Corporation ("Centric Health" or "the Company") (TSX: CHH) today announced the pricing of its previously announced public offering of units (the "Units"). The Units are being offered on an agency basis by National Bank Financial Inc.

The Company is offering up to 3,000 Units at a price of $10,000 per Unit for total gross proceeds of up to $30 million. Each Unit is comprised of three components;

  • $2,000 worth of common shares (the "Common Shares") equal to 1,283 Common Shares priced at $1.56 per Common Share, which represents approximately a 10% discount to the volume weighted average trading price of the Company's common shares listed on the Toronto Stock Exchange for the five consecutive trading days immediately preceding December 13, 2011;
  • $8,000 principal amount of unsecured, subordinated, convertible notes (the "Notes") which bear interest at an annual rate of 6% paid semi-annually and will be convertible into Centric Health common shares at the holder's option at any time following the period (if any) that the closing price of the common shares on the TSX has been at least $3.12 for 20 consecutive trading days, at an initial conversion rate of 320.51 common shares per $1,000 principal amount of Notes, representing an initial conversion price of approximately $3.12 per common share.  Holders may elect to convert only a portion of their Notes so long as the Notes converted are an integral multiple of $1,000 principal amount; and
  • Common Share purchase warrants (the "Warrants") equal to 1,283 Warrants, each Warrant will entitle the holder to purchase one common share of Centric Health at a price of $1.66 per share on December 22, 2016.

An initial closing of the Offering is expected to occur on December 22, 2011. A final closing is expected to take place on the earlier of the Company raising a total of $30 million under the Offering or the week of January 23, 2012, with pricing of the Common Shares, Notes and Warrants on the same terms as the initial closing.  Any Units issued in the final closing will be issued at a price of $10,000 per Unit plus the accrued interest, with respect to the Notes, from the initial closing date to the final closing date.

All of the other terms of the Offering remain the same as announced in a press release dated November 15, 2011.

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
416-619-9417
peter.walkey@centrichealth.ca
 
 
 
 
Lawrence Chamberlain
Investor Relations
TMX Equicom
416-815-0700 ext 257
lchamberlain@equicomgroup.com