/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
TORONTO, April 9, 2013 /CNW/ - Centric Health Corporation ("Centric
Health" or the "Corporation") (TSX:CHH) today announced that it intends
to offer, subject to market conditions, senior secured notes ("the
Notes"). The Notes will be offered as a public offering in all
provinces of Canada other than Quebec, by way of prospectus supplement
to Centric Health's short form base shelf prospectus dated October 21,
2011 and as a private placement in the United States pursuant to Rule
144A of the United States Securities Act of 1933, as amended (the "U.S.
Securities Act"). The Notes will be offered through a syndicate of
underwriters led by National Bank Financial and will include TD
Securities, Scotiabank, AltaCorp Capital Inc., BMO Capital Markets and
RBC Dominion Securities Inc.
The interest rates and other terms of the Notes are to be determined by
negotiation with the underwriters, based on prevailing market
conditions. The indebtedness evidenced by the Notes will be senior
secured indebtedness of Centric Health, guaranteed by all of the
Corporation's subsidiaries and secured by second-priority liens.
Centric Health intends to amend its existing senior secured credit
facilities such that the amended revolving credit facility with a
syndicate of major Canadian banks would be guaranteed by all of the
Corporation's subsidiaries and secured by first-priority liens. The
Notes will rank senior in right of payment to all existing and future
subordinated indebtedness of Centric Health and equal in right of
payment to all indebtedness of Centric Health that is not expressly
subordinated in right of payment to the Notes other than any
indebtedness that ranks senior to the Notes by operation of law and any
inter-creditor agreements.
Upon completion of the offering, the net proceeds of the offering will
be used to fund the partial repayment of current senior lender
facilities, partial redemption of Alaris Preferred Units and the
remainder for general corporate purposes. The base shelf prospectus has
been filed on SEDAR at www.sedar.com.
"This offering represents an important milestone as it affords Canadian
high yield investors an opportunity to invest in the growth and
development of a leading Canadian healthcare services company that is
well positioned with irreplaceable assets and intellectual capital to
assist with Canada's ever-expanding healthcare needs," said David
Cutler, Chief Executive Officer, Centric Health Corporation.
"Importantly, this step in refinancing a significant portion of the
balance sheet would position the company more favorably with increased
flexibility and free cash flow in order to focus on consolidation,
organic growth and innovative, sustainable healthcare solutions
focusing on quality care and outcomes."
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
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 including the proposed offering of Notes,
the use of proceeds therefrom and the proposed amendments to existing
senior secured credit facilities. 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 therefrom.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities in any jurisdiction, nor
shall there be any sale of these securities in any jurisdiction in
which such an offer, solicitation or sale would be unlawful prior to
registration and qualification under the securities laws of any such
jurisdiction. The securities being offered have not been approved or
disapproved by any regulatory authority nor has any such authority
passed upon the accuracy or adequacy of the short form base shelf
prospectus or any prospectus supplement. The securities are not being
offered in the United States. Copies of the short form base shelf
prospectus and prospectus supplement as filed with securities
regulatory authorities in Canada may be obtained from: National Bank
Financial, 130 King St. West, 4th Floor, Toronto, Ontario, M5X 1J9,
telephone 416-869-8635, email: fixedincome@nbc.ca; or www.sedar.com.
SOURCE: Centric Health Corporation