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Centric Health Announces Results and Terms of Offer to Purchase and Cancel Second Lien Senior Secured Notes and Results of Consent Solicitation

19 February 2016

TORONTO, Feb. 19, 2016 /CNW/ - Centric Health Corporation ("Centric Health" or "the Company") (TSX: CHH) today announced that a principal amount of $164,264,000 in respect of its 8.625% Second Lien Senior Secured Notes (the "Notes") has been surrendered for purchase in accordance with the Company's previously announced offer to purchase all of the Notes outstanding as of January 19, 2016, together with accrued and unpaid interest up to but excluding the date of purchase (the "Offer"). The value of Notes surrendered represents 86.4% of the total value of the Notes outstanding as of January 19, 2016.

The Company will, effective February 19, 2016, purchase Notes for a total principal amount of $164,264,000 plus $4,807,963.57 in accrued and unpaid interest up to but excluding the date of purchase, representing an aggregate total of $169,071,963.57. Holders of Notes shall receive payment for their purchased Notes on February 22, 2016. Holders of Notes that are purchased will not receive any future interest payments on such purchased Notes. Following completion of the Offer, the total remaining principal amount of the Notes outstanding will be $25,894,000. The remaining Notes outstanding continue to have a maturity date of April 18, 2018 and, beginning April 18, 2017, the Company can, at its discretion, redeem at par all or any part of the Notes.

The Company also announced that it received consent from holders of 79.3% of the outstanding Notes to amend the Indenture pursuant to the previously announced consent solicitation (the "Consent Solicitation"), which percentage is sufficient to approve the proposed amendments (the "Amendments"). The Amendments are expected to become effective as of February 22, 2016 and will provide the Company, subject to certain limitations, with additional flexibility to, among other things, repurchase, redeem or otherwise acquire for value or retire its outstanding securities, make interest and principal payments on subordinated debt, incur additional indebtedness, alter the size of its Revolving Credit Facility, make distributions to shareholders, and make additional acquisitions and dispositions.

In connection with the Offer and the Consent Solicitation, Centric Health has discontinued its engagement of the debt rating services provided by Standard & Poor's and Dominion Bond Rating Services for the Notes, effective as of the payment date.

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