CML HealthCare Announces $50 Million Bought Deal Financing


    Toronto Stock Exchange Symbol: CLC.UN

    MISSISSAUGA, ON, March 5 /CNW/ - CML HealthCare Income Fund (the "Fund"
or "CML HealthCare"), (TSX: CLC.UN) today announced that it has entered into
an agreement with a syndicate of underwriters led by TD Securities Inc. and
including National Bank Financial Inc., BMO Nesbitt Burns Inc., CIBC World
Markets Inc., Raymond James Ltd., RBC Dominion Securities Inc., Scotia Capital
Inc., and Blackmont Capital Inc., (collectively the "Underwriters"). The
Underwriters have agreed to purchase for resale to the public, on a bought
deal basis, 3.2 million units of CML HealthCare ("Fund Units") at a price of
$15.80 per Fund Unit for aggregate gross proceeds of $50.56 million (the
"Offering"). The Fund will use net proceeds of the Offering to reduce
borrowings under its credit facility that was used to fund: i) its recently
completed acquisition of American Radiology Services, Inc. ("ARS") (the
Acquisition"), including the repayment of certain indebtedness of ARS; and ii)
early repayment of its C$190 million senior secured notes. The closing of the
Offering is expected to occur on or about March 26, 2008, subject to customary
closing conditions.
    CML HealthCare's acquisition of ARS was closed on February 29, 2008, for
total consideration of approximately US$150.4 million (inclusive of repayment
of ARS' U.S. dollar term debt and capital leases assumed by CML HealthCare).
For more information on the Acquisition, please refer to the news release:
"CML HealthCare Completes Acquisition of American Radiology Services, Inc.",
dated February 29, 2008.
    The Fund Units issuable pursuant to the Offering have not been and will
not be registered under the United States Securities Act of 1933, as amended
(the "U.S. Securities Act") or any state securities laws and, subject to
certain exemptions, may not be offered or sold or otherwise transferred or
disposed of in the U.S. or to U.S. persons. The Underwriters have agreed that
they will not offer or sell the Fund Units within the U.S. except to qualified
institutional buyers (as defined in Rule 144A under the U.S. Securities Act).
In addition, until 40 days after the commencement of the Offering, an offer or
sale of Fund Units with the U.S. by a dealer (whether or not participating in
the Offering) may violate the registration requirements of the U.S. Securities
Act if that offer or sale is made otherwise than in accordance with Rule 144A.

    About CML HealthCare Income Fund

    CML HealthCare Income Fund is an unincorporated open-ended trust that
owns CML HealthCare Inc., one of Canada's largest healthcare services
businesses. CML is a leading provider of laboratory testing services in
Ontario and the largest private provider of medical imaging services in
Canada. CML HealthCare Income Fund is publicly traded on the Toronto Stock
Exchange under the symbol "CLC.UN" and has approximately 86.6 million units
outstanding. To reach CML HealthCare Income Fund via the worldwide web log on

    Caution concerning forward-looking statements
    Statements made in this news release, other than those concerning
historical financial information, may be forward-looking and therefore subject
to various risks and uncertainties. Some forward-looking statements may be
identified by words like "may", "will", "anticipate", "estimate", "expect",
"intend", or "continue" or the negative thereof or similar variations. Readers
are cautioned not to place undue reliance on such statements, as actual
results may differ materially from those expressed or implied in such
statements. Factors that could cause results to vary include, but are not
limited to: dependence on government-based revenues; pending and proposed
legislative or regulatory developments including the impact of changes in
laws, regulations and the enforcement thereof; intensifying competition from
established competitors and new entrants in the businesses in which we
operate; technological change; interest rate fluctuations and general economic
conditions; insurance coverage of sufficient scope to satisfy any liability
claims; fluctuations in operating results; dependence on our operating
subsidiary to pay its interest obligations; fluctuations in cash distributions
and capital investment; management of credit, market, liquidity and funding
and operational risks; judicial judgments and legal proceedings; our ability
to complete strategic acquisitions and to integrate our acquisitions
successfully; changes in accounting policies and methods we use to report our
financial condition, including uncertainties associated with critical
accounting assumptions and estimates; operational and infrastructure risks
including possible equipment failure and performance of information technology
systems; fluctuations in total patient referrals; loss of services of key
senior management personnel; other factors that may affect future growth and
results including, timely development and introduction of new products and
services; changes in our estimates relating to reserves and allowances; future
sales of units; changes in tax laws; technological changes and obsolescence,
natural disasters, the possible impact on our businesses from public health
emergencies, international conflicts and other developments including those
relating to terrorism; the effect of anyone or more of such events and risks
on our stability ratings and any changes thereto; and our success in
anticipating and managing the foregoing risks. Additional factors related to
the Acquisition include, but are not limited to, the Fund's ability to
successfully integrate the operations of ARS, additional liabilities or costs
attributable to the Acquisition, unknown liabilities of ARS, the ability to
retain senior management of ARS, the ability to complete accretive
acquisitions in the U.S., the continuation and nature of the relationship with
Johns Hopkins and changes in U.S. federal and state healthcare laws and
regulations, including with respect to Medicare and Medicaid reimbursements
    We caution that the foregoing list of factors is not exhaustive and that
when reviewing our forward-looking statements, investors and others should
refer to the "Risk Factors" section of the Fund's Annual Information Form, the
"Risks and Uncertainties" and other sections of our Management's Discussion
and Analysis of Operating Results and Financial Position and our other
periodic filings with Canadian securities regulatory authorities. All
forward-looking statements presented herein should be considered in
conjunction with such filings. The Fund does not undertake to update any
forward-looking statements; such statements speak only as of the date made.

For further information:

For further information: Bruce Wigle, Investor Relations, The Equicom
Group Inc., (416) 815-0700 ext 228, (416) 815-0080 fax, Email:; Tom Weber, Chief Financial Officer, CML HealthCare
Income Fund, (905) 565-0043, (905) 565-1776 fax, Internet:

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