Centric Health Closes Previously Announced Bought Deal Private Placement of Special Warrants
TORONTO, June 4, 2020 /CNW/ - Centric Health Corporation ("Centric Health" or the "Company") (TSX: CHH) announced today that it has closed its previously announced bought deal private placement (the "Offering"). Pursuant to the Offering, Centric Health issued 57,500,000 special warrants (the "Special Warrants") at a price per Special Warrant of $0.20 for aggregate gross proceeds of $11,500,000, which included the exercise in full of the underwriters' over-allotment option.
Each Special Warrant will entitle its holder to receive, for no additional consideration, one (1) common share of the Company (an "Underlying Share") and may be exercised by the holder thereof at any time after the closing date of the Offering (the "Closing Date"), with all unexercised Special Warrants being deemed exercised, without required action on the part of the holders, on the date (the "Deemed Exercise Date") that is the earlier of:
I. the date on which a final receipt is obtained for the filing of a final short form prospectus (the "Final Prospectus") qualifying the distribution of the Underlying Shares (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 Date (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 Corporation plans to use the net proceeds from the Offering for working capital and general corporate purposes.
The Offering was completed through a syndicate of underwriters (the "Underwriters") led by Beacon Securities Limited and including Cormark Securities Inc. and Echelon Wealth Partners Inc. In connection with their role as underwriters of the Offering, the Underwriters received customary underwriting fees, including 3,450,000 special warrants (the "Underwriters' Special Warrants"), with each Underwriters' Special Warrant entitling the holder to acquire, for no additional consideration, one common share purchase warrant of the Company (each, an "Underwriters' Warrant") on the Deemed Exercise Date. Each Underwriters' Warrant shall entitle the holder thereof to acquire one common share of the Company for a period of twenty-four (24) months following the Closing Date at a price of $0.22 per common share.
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, including the intended use of proceeds of the Offering. 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: Media Contacts: Centric Health Corporation, David Murphy, President and Chief Executive Officer, Centric Health Corporation, 416-927-8400; Andrew Mok, Chief Financial Officer, Centric Health Corporation, 416-927-8400