TORONTO, Aug. 14, 2012 /CNW/ – Further to previous press releases
relating to the acquisition of LifeMark Health in June 2011, Centric
Health Corporation (“Centric Health) (TSX: CHH), Canada’s leading
diversified healthcare company, today announced that it has finalized
the determination of the number of escrowed shares to be released to
the former LifeMark vendors based on an agreed upon formula related to
the performance of the LifeMark base business and other acquisitions
completed during the 12-month period ended June 30, 2012 (“the Warranty
Period”).

The LifeMark group included one of Canada’s largest medical assessment
businesses. In determining the final number of escrowed shares to be
released to the former LifeMark vendors, the outcome was negatively
impacted by the underperformance of LifeMark’s assessment division,
which represents less than 30% of the acquired LifeMark operations,
whose earnings during the Warranty Period were lower by approximately
$5.2 million due to a significant decline in referrals from auto
insurers resulting from regulatory reform which included changes to
minor injury guidelines, price caps, changes in case-mix of referrals
and consolidation within the industry. The remaining LifeMark business
performed in-line with expectations. In addition, Centric Health
assumed higher debt and working capital adjustments from LifeMark and
its acquisitions.

As the major portion of the purchase price was settled in cash and
assumed debt, the earn-out formula resulted in a reduction of 6.6
million Centric shares for every $1 million shortfall in EBITDA.

In addition to the $18.2 million already received in cash on closing,
the former LifeMark vendors will receive 6.875 million shares from
escrow and the remaining 40.0 million common shares held in escrow will
be cancelled. This cancellation represents a reduction of approximately
22% of Centric Health’s current issued and outstanding common shares,
As a result, Centric Health now has 142,077,586 common shares issued
and outstanding of which 22,231,081 common shares are held in escrow
relating to other Centric Health acquisitions. The adjusted EBITDA
earnings per share including escrowed shares for the six month period
ending June 30, 2012 following this adjustment is enhanced by 30.8%.

“While the regulatory reform has resulted in a challenging period for
the Assessments business, we are confident in the strength of the
underlying business and that the work we have done to re-engineer this
business positions it well for the future,” said Dr. Jack Shevel,
Chairman of Centric Health.

Dr. Shevel added, “The finalization of the LifeMark transaction and
completion of the Warranty Period now enables the Company to more fully
consolidate and rationalize the business units with additional
benefits. Together with LifeMark, we have a national platform with a
great team from which to extend our services and products.”

“With the base business being financially sound, the cancellation of
shares should enhance future earnings per share and importantly removes
any uncertainty from the market arising from the complexity of this
transaction,” said Peter Walkey, Chief Financial Officer of Centric
Health.

“Although the outcome fell short of our original expectations as a
result mainly of the regulatory impact on the assessment business, we
believe strongly in the exciting vision and growth of Centric Health,”
said Craig Gattinger, CEO of LifeMark.

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 and surgical centres, homecare, specialty pharmacy,
wellness and prevention and home medical equipment. 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
through 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 and www.lifemark.ca. Centric Health’s strategic advisor is Global Healthcare Investments &
Solutions (“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.

SOURCE Centric Health Corporation