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.


 

SOURCE Centric Health Corporation

For further information:

Peter Walkey
Chief Financial Officer
Centric Health
416-619-9417
peter.walkey@centrichealth.ca
Lawrence Chamberlain
Investor Relations
Equicom Group
416-815-0700 ext 257
lchamberlain@equicomgroup.com

 


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