Centric Health Announces $10 Million Bought Deal Private Placement of Special Warrants


TORONTO, May 14, 2020 /CNW/ - Centric Health Corporation ("Centric Health" or the "Company") (TSX: CHH) is pleased to announce that it has entered into an agreement with Beacon Securities Limited ("Beacon"), on its own behalf and on behalf of syndicate of underwriters (together with Beacon, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal private placement basis, 50,000,000 special warrants of the Company (the "Special Warrants") at a price per Special Warrant of $0.20 (the "Issue Price") for aggregate gross proceeds of $10,000,000 (the "Offering").

The Company has granted the Underwriters an option, exercisable by Beacon on behalf of the Underwriters, in whole or in part at any time up to 48 hours prior to the closing date of the Offering, to purchase up to an additional 7,500,000 Special Warrants at the Issue Price for additional gross proceeds of up to $1,500,000.

Closing of the Offering is expected to occur on or about June 4, 2020 or such date as the Underwriters and the Company may agree (the "Closing Date"). The net proceeds of the Offering are expected to be used for working capital and general corporate purposes.

Each Special Warrant will entitle its holder to receive one (1) common share of the Company (an "Underlying Share").

All Special Warrants shall be deemed exercised on behalf of, and without required action on the part of, the holders on the earlier of:

  I.  the date on which a final receipt is obtained from the Ontario Securities Commission, on behalf of the securities regulatory authorities in each of the Provinces of Canada, for the filling of the final short form prospectus (the "Final Prospectus") pursuant to National Instrument 44-101 - Short Form Prospectus Distributions qualifying the distribution of the securities to be issued upon exercise or deemed exercise of the Special Warrants (the "Qualifying Date"); and

  II.  4:59 p.m. (Toronto time) on the date that is four months and a day following the Closing Date.

The Company has agreed to use its commercially reasonable efforts to obtain a receipt for the Final Prospectus (the "Qualifying Condition") on or before 5:00 p.m. (Toronto time) on the date that is 70 days following the closing of the Offering (the "Qualification Deadline"). If the Qualifying Condition is not met before the Qualification Deadline, each Special Warrant shall thereafter entitle the holder to receive upon exercise, for no additional consideration, 1.1 Underlying Shares per Special Warrant.

The Closing of the Offering is subject to the completion of formal documentation, including but not limited to, the execution of an underwriting agreement with the Underwriters in connection with the Offering and receipt of regulatory approvals, including approval of the Toronto Stock Exchange.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

About Centric Health 

Centric Health's vision is to be the leading provider of pharmacy and other healthcare services to Canadian seniors. Centric Health is one of Canada's leading and most trusted providers of comprehensive Specialty Pharmacy services and solutions to seniors. Centric Health operates a large national network of pharmacy fulfilment centres that deliver high-volume solutions for the cost-effective supply of chronic medication and other specialty clinical pharmacy services, serving more than 50,000 residents in over 850 seniors and other communities (long-term care homes, retirement homes, assisted living facilities and group homes) nationally.

With services that address the growing demand within the Canadian healthcare system, Centric Health's unparalleled national care delivery platform provides significant potential for future expansion and growth.

Forward Looking Statements

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 the Company's business strategy, plans and other expectations, beliefs, goals, objectives, information and statements about possible future events. Forward-looking statements generally can be identified by the use of forward-looking terminology such as "may", "will", "expect", "intend", "estimate", "anticipate" or similar expressions suggesting future outcomes or events. Such forward-looking statements reflect management's current beliefs and are based on information currently available to management.

Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those contemplated by such statements. Factors that could cause such differences include the Company's liquidity and capital requirements, government regulation and funding, the highly competitive nature of the Company's industry, reliance on contracts with key customers and other risk factors described from time to time in the reports and disclosure documents filed by the Company with Canadian securities regulatory agencies and commissions. These and other factors should be considered carefully and readers should not place undue reliance on the Company's forward-looking statements. As a result of the foregoing and other factors, no assurance can be given as to any such future results, levels of activity or achievements and neither the Company nor any other person assumes responsibility for the accuracy and completeness of these forward-looking statements. The factors underlying current expectations are dynamic and subject to change.

SOURCE Centric Health Corporation

For further information: David Murphy, President and Chief Executive Officer, Centric Health Corporation, 416-927-8400; Andrew Mok, Chief Financial Officer, Centric Health Corporation, 416-927-8400