Northstar Healthcare Calls Special Meeting of Shareholders and Amends Private
Placement Agreement

TORONTO and HOUSTON, Aug. 25 /CNW/ - Northstar Healthcare Inc. ("Northstar" or the "Company") (TSX:NHC) announced today that the Company has scheduled a special meeting of shareholders (the "Special Meeting") to be held in Toronto, Ontario, on Wednesday, September 29, 2010 at 10:00 a.m. (Toronto time).

At the Special Meeting, shareholders will be asked to consider and vote upon a resolution approving the private placement to Canada Healthcare Acquisition Inc. (the "Subscriber") announced by press release on July 30, 2010 (the "Private Placement"), and the termination of Northstar's shareholder rights plan (the "Rights Plan") to facilitate the Private Placement.

The resolution approving the Private Placement and terminating the Rights Plan must be approved by a majority of shareholders present at the meeting, in person or by proxy. The record date for determining the holders of common shares of the Company that will be entitled to receive notice of, and to vote at, the Special Meeting, and any adjournment or postponement thereof, is August 30, 2010.

Northstar also announced today that the Subscriber and Northstar have agreed to amend the Private Placement agreement to delete the closing condition that the Toronto Stock Exchange (the "TSX") shall have determined that no shareholder approval was required in respect of the Private Placement, as that condition was no longer capable of being satisfied following the TSX's decision to deny Northstar's application, on the basis of its serious financial difficulty, for an exemption from the shareholder approval requirement. This deleted condition has been replaced with a condition that shareholder approval of the Private Placement shall have been obtained to the satisfaction of the TSX. Closing of the Private Placement remains subject to certain other conditions, including the receipt of approval from the TSX.

The closing date of the Private Placement was originally scheduled for September 7, 2010. In connection with the amendments to the Private Placement agreement, Northstar and the Subscriber agreed to extend the closing date to September 30, 2010, with such extension to be subject to the satisfaction or mutual waiver by the Company and the Subscriber, on or before 1:00 p.m. (Toronto time) on September 7, 2010, of the condition that the Subscriber have received lock-up agreements from shareholders collectively representing at least 19% of the issued and outstanding common shares of the Company agreeing to vote in favour of the Private Placement. The Subscriber has agreed to use commercially reasonable efforts to obtain such lock-up agreements. If such condition is not satisfied or mutually waived by such time, the Private Placement Agreement will terminate in accordance with its terms and the Special Meeting will be cancelled.

About Northstar Healthcare Inc.

Northstar owns and/or manages ambulatory surgery centres in the United States, focusing initially on Houston and other metropolitan areas in Texas. The Company currently holds interests in two ambulatory surgery centres in Houston - a 70% partnership interest in The Palladium for Surgery - Houston and a 60% partnership interest in Medical Ambulatory Surgical Suites.

Forward-looking statements

This news release may contain forward-looking statements (within the meaning of applicable securities laws) relating to business of the Company and the environment in which it operates. Forward-looking statements are identified by words such as "believe", "anticipate", "expect", "intend", "plan", "will", "may" and other similar expressions and the negative forms thereof. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. Forward-looking information in this news release includes, without limitation, statements regarding management's beliefs, intentions, results, performance, goals, achievements, future events, plans and objects.

All forward-looking statements in this news release are qualified by these cautionary statements. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, should not be unduly relied upon and will not necessarily be accurate indications of whether or not such results will be achieved. Factors that could cause actual results to differ materially from the results discussed in the forward-looking statements, include, but are not limited to: the outcome of the Company's application to the TSX to approve the Private Placement, and the outcome of the TSX's continued-listing review. Forward-looking information is based on various material factors or assumptions, which are based on information currently available to Northstar. Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information may include, but are not limited to: the approval of the Private Placement by the TSX, and the determination by the TSX that Northstar continues to meet the TSX's continued listing requirements. Although the forward-looking statements contained in this news release are based upon what management believes are reasonable assumptions, Northstar cannot assure readers that actual results will be consistent with these forward-looking statements.

The forward-looking statements contained in this news release are made as of the date of this news release and should not be relied upon as representing Northstar's views as of any date subsequent to the date of this news release. Northstar assumes no obligation to update or revise these forward-looking statements to reflect new information, events, circumstances or otherwise, except as required by applicable law.

SOURCE Northstar Healthcare Inc.

For further information: For further information:

Philip Koven
Tel: (416) 447-4740 Ext. 235
E-mail: info@northstar-healthcare.com

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Northstar Healthcare Inc.

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