Alaris to see proceeds from sale of Agility Health’s U.S. assets

Agility Health Inc (TSX-V: AHI), a rehabilitation solutions provider, has agreed to sell 100 percent of its U.S.-based assets to an affiliate of Alliance Physical Therapy Partners LLC. The deal, which values Agility’s U.S. operations at US$45 million, is expected to close this month. With the close, Alaris Royalty Corp, a Canadian alternative equity firm that invested in Grand Rapids, Michigan-based Agility in 2012, will receive gross proceeds of US$26.67 million. Agility’s Canadian division is Medic Holdings Corp. Tampa, Florida-based Alliance, a network of physical therapy practices, is backed by U.S. private equity firm GPB Capital Holdings.

PRESS RELEASE

Alaris Royalty Corp. Announces a Pending Transaction With Agility

CALGARY, Alberta, Feb. 05, 2018 (GLOBE NEWSWIRE) — Alaris Royalty Corp. (“Alaris” or the “Corporation”) (TSX:AD) is pleased to announce that Agility Health Holdings, Inc. (“AHI”), the parent company of Agility Health LLC (“Agility LLC”), and Alaris have entered into a definitive agreement (the “Purchase Agreement”) with a third party buyer (the “Buyer”) pursuant to which AHI will sell 100% of its interest in Agility LLC (the “Agility Sale”), resulting in Alaris receiving gross proceeds of US$26.67 million (the “Gross Proceeds”). Alaris expects that the Agility Sale will close by February 28, 2018. However, the Agility Sale is subject to customary closing conditions and regulatory approvals, including approval by AHI’s shareholders and the TSX Venture Exchange. Alaris will provide an update on the expected closing when available.

The Gross Proceeds to Alaris from the Agility Sale consist of: (i) US$22.23 million for the preferred units (the “Repurchase Price”) Alaris holds in Agility LLC (the “Agility Units”), which includes a premium of US$2.13 million over Alaris’ original cost of US$20.10 million (currently held at a fair value of $20.00 million); (ii) US$2.86 million for all unpaid distributions up to February 28, 2018; and (iii) US$1.58 million for a loan outstanding, including all principal and interest accrued on such loan. US$1.50 million of the Repurchase Price to be paid to Alaris will be placed in escrow for 18 months (the “Escrow Period”) to satisfy indemnification obligations under the Purchase Agreement. Following the Escrow Period any remaining escrowed funds will be paid to Alaris. Gross Proceeds to Alaris from this transaction will go towards debt reduction.

Agility was advised by Livingstone Partners, LLC.

ABOUT THE CORPORATION:

Alaris provides alternative financing to the Partners in exchange for distributions with the principal objective of generating stable and predictable cash flows for dividend payments to its shareholders. Distributions from the Partners are adjusted each year based on the percentage change of a “top line” financial performance measure such as gross margin and same-store sales and rank in priority to the owners’ common equity position.

For further information please contact:

Curtis Krawetz
Vice President, Investments and Investor Relations
Alaris Royalty Corp.
P: (403) 221-7305
www.alarisroyalty.com

Photo courtesy of Agility Health Inc