The proposed acquisition of Mississauga, Ontario-based CML HealthCare Inc. (TSX:CLC), a diagnostic lab and medical imaging provider, by LifeLabs Medical Laboratory Services Inc. was granted clearance by the federal competition bureau. In July, LifeLabs offered to buy CML for $1.22 billion, or $10.75 per share. The company’s shareholders will now consider the deal at a meeting scheduled for Sept. 3. Toronto-based LifeLabs, formerly MDS Diagnostic Services, was bought by Borealis Infrastructure, the investment arm of Ontario Municipal Employees Retirement System, in 2007.
PRESS RELEASE
CML HealthCare Inc./LifeLabs Combination Receives No Action Letter From the Competition Bureau
MISSISSAUGA, ONTARIO–(Marketwired – Aug. 22, 2013) – CML HealthCare Inc. (the “Company” or “CML”) (TSX:CLC) today announced that the Competition Bureau has issued a no action letter with respect to the Arrangement Agreement between CML and an Ontario corporation established by LifeLabs Inc., the general partner of LifeLabs LP (“LifeLabs”) pursuant to which LifeLabs will acquire all issued and outstanding shares of CML for cash consideration of $10.75 per common share, as announced on June 25, 2013. The transaction remains subject to shareholder and court approval and other standard closing conditions as detailed in the Arrangement Agreement.
The Notice of Meeting and Management Information Circular was mailed to shareholders of record on July 26, 2013. Eligible shareholders can vote by phone, by fax, or on-line before August 30, 2013, or they can vote in person at the Special Meeting of Shareholders to be held on September 3, 2013 at 333 Bay Street, Suite 3400 at 2:00 p.m. (Toronto time).
“We are very pleased with the Competition Bureau’s decision,” stated CML’s President and Chief Executive Officer Thomas Wellner. “The combined CML and LifeLabs will continue to focus on patient access, quality care and, continuous improvement and enhancement of service delivery to our clients and partners. The Arrangement Agreement has the full support of management and board of directors of CML, and we encourage all eligible shareholders to exercise their right to vote.”
Additional information on the transaction is available on CML’s website (www.cmlhealthcare.com) and on the Canadian Securities Administrators’ website (www.sedar.com).
About CML HealthCare Inc.
Based in Mississauga, Ontario, CML HealthCare Inc. is a leading Canadian community-based, medical diagnostic services provider. In addition to its network of 114 Client C.A.R.E. Centres in Ontario and 82 imaging centres in Ontario and British Columbia, CML operates three subsidiaries: 1) Hemostasis Reference Laboratory, focused on specialized coagulation testing and equipment calibration for international customers; 2) CML Bioanalytics, a specialty laboratory providing customized clinical trial testing for the biotechnology and pharmaceutics industries; and 3) Rocky Mountain Analytics, providing specialized testing for naturopaths and physicians practicing integrated medicine in Canada. CML is publicly-traded on the Toronto Stock Exchange under the symbol “CLC” and has approximately 89.8 million common shares outstanding. For more information, please visit www.cmlhealthcare.com or follow CML on Twitter
@cmlhealthcare.
Contact Information
CML HealthCare Inc.
Alice Dunning, MBA, CFA
Director, Corporate Communications
(905) 565-0043 ext.3472
(905) 565-2844 (FAX)
DunningA@cml.ca
www.cmlhealthcare.com / Twitter: @cmlhealthcare
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