Centric Health to Acquire Motion Specialties Inc.
- Acquisition will strengthen Home Medical Equipment Division offerings
and position -
TORONTO, Nov. 8, 2011 /CNW/ - Centric Health Corporation ("Centric
Health" or "the Company") (TSX: CHH), Canada's leading diversified
healthcare company, today announced that it has signed a letter of
intent to acquire Motion Specialties Inc. ("Motion Specialties").
Motion Specialties is one of Canada's largest home health care
providers offering a selection of health care equipment. Through its
24 locations across Canada, Motion Specialties generated historical
annual revenue of approximately $80 million with EBITDA margins
averaging 6%-8% depending upon store location, size, sales mix and
management.
The purchase consideration for Motion Specialties will be finalized
during the due diligence and documentation phases of the transaction
and will be subject, inter alia, to financial performance targets over a 3-year period ("the Warranty
Period"). The purchase consideration will be settled over the Warranty
Period in cash, common shares, performance shares and performance
warrants.
As stated in the May 6, 2011 press release announcing the agreement to
acquire LifeMark Health, LifeMark had certain acquisitions in progress,
which included Motion Specialties. The EBITDA contribution and
purchase consideration for Motion Specialties will be taken into
consideration in the LifeMark valuation formula. "This is a significant
opportunity to grow Centric's market share within the Home Medical
Equipment segment through the partnership of Motion and MEDIchair",
said Craig Gattinger, CEO LifeMark Health division.
"Motion Specialties strengthens our foundation in the Home Medical
Equipment space, providing a significant bundling and cross-selling
opportunity via both our Senior Wellness Division and our more than 110
physiotherapy clinics nationwide," said Daniel Carriere, Chief
Executive Officer of Centric Health. "Motion Specialties is
complementary to our existing MEDIChair operations and not only creates
a significant presence and opportunity for market share growth but also
allows us to achieve greater efficiency through scale. The management
team at Motion Specialties has led the company through a significant
period of growth and we are pleased to move forward together with a
unified commitment to providing the highest-quality patient care."
"We are excited to join the Centric Health family, an organization that
shares a similar culture and our values as it relates to patient care,"
said David Fraser, Chief Executive Officer of Motion Specialties. "The
integration of our business into Centric Health provides a tremendous
platform for future growth, as well as new opportunities for our team
of dedicated professionals."
The Motion Specialties transaction is subject to further satisfactory
due diligence, definitive documentation, financing and regulatory
approvals and customary closing conditions. Until all the closing
conditions are satisfied or waived, there can be no assurances that
this transaction will be completed. If all closing conditions are
satisfied, closing is expected to occur on or before January 3, 2012.
About Motion Specialties Inc.
Motion Specialties began in 1985, in Toronto, providing comprehensive
home health care and accessibility solutions for mobility requirements.
Motion Specialties is Canada's largest independent Home Health Care
vendor, with a store network of 24 locations in Ontario, Alberta and
British Columbia. Motion provides a wide variety of mobility devices
including wheelchairs, scooters, walkers, bathroom safety equipment,
portable oxygen, CPAP and home accessibility products such as stair
lifts and home elevators. As well, Motion provides custom alteration
and design options for seating and positioning systems to clients in
their own homes, long term care and retirement homes, group homes,
assisted living facilities and hospital and rehab centres across
Canada.
Motion Specialties has become the preferred provider of mobility and
rehab equipment to many of Canada's largest and most well known Rehab
Centres and Hospitals.
Motion Specialties has become the fastest growing Long Term Care and
Retirement Home provider in Canada, now providing mobility services in
over 200 homes. Motion is also Canada's leading provider of mobility
solutions to the pediatric population in Canada, helping parents find
the best pediatric equipment to support their children so that they can
reach their highest level of function as well as create an experience
for families that makes equipment selection a positive experience.
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, surgical and medical centres, homecare, home medical
equipment, 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.
(1) The Company defines EBITDA as earnings before interest expenses, income
taxes, and amortization and excludes stock-based compensation expense.
EBITDA is not a recognized measure under IFRS. Management believes that
EBITDA is a useful financial metric as it assists in determining the
ability to generate cash from operations. Investors should be cautioned
that EBITDA should not be construed as an alternative to net income as
determined in accordance with IFRS.