Agility Health, Inc.
TSX VENTURE : AHI

Agility Health, Inc.

May 03, 2017 08:00 ET

Agility Health Announces Debt Financing

GRAND RAPIDS, MICHIGAN--(Marketwired - May 3, 2017) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Agility Health, Inc. (TSX VENTURE:AHI) ("Agility Health" or, the "Company"), a leading provider of physical rehabilitation services, orthotics, prosthetics, foot care services and software services, announced today that it has entered into a loan agreement (the "Loan Agreement") with MIRM-BC Holdings Ltd. (the "Lender") pursuant to which the Lender has agreed to make available to the Company a credit facility (the "Loan") in the principal amount of up to USD$4,000,000 to be advanced to the Company in up to three tranches, with the first tranche of USD$2,000,000 being disbursed as soon as practicable following execution of the Loan Agreement .

The Loan matures 36 months following the execution of the Loan Agreement (the "Term") and bears interest at a rate of 15% per annum for the first nine months of the Term and 16% per annum for the remainder of the Term. As partial consideration for the Loan, the Company will pay the lender a structuring fee of 2% of the principal amount of the Loan advanced to the Company on the closing of each tranche. In addition, the Company has agreed to issue the Lender 1,170,858 voting common shares in the capital of the Company (the "Voting Common Shares") on the closing of first tranche of the Loan and 409,800 Voting Common Shares on closing of each of the second and third tranches of the Loan (collectively, the "Bonus Shares"), subject to the approval of the TSX Venture Exchange ("TSXV"). The Bonus Shares will be issued at the closing price of the Voting Common Shares on the TSXV on the trading day immediately prior to the closing of the applicable tranche of the Loan.

As collateral for the Loan, Pierre G. Gagnon, the Company's Interim Chief Executive Officer and Chairman of its Board of Directors, has agreed, both directly and through Cross Tang Holdings, Inc., a company controlled by Mr. Gagnon, to guarantee the Loan. In consideration for such guarantee, as well as certain cross-guarantees provided to Mr. Gagnon by Kenneth E. Scholten, the Company's President and a director, and Telfer Hanson, President of Medic Holdings Corp. and the Company's Corporate Development Officer, the Company has agreed to issue an aggregate of up to 4,500,000 Voting Common Share purchase warrants ("Warrants") to Pierre Gagnon, Cross Tang Holdings Inc., Kenneth Scholten and Telfer Hanson (collectively, the "Guarantors"). The Warrants will be issued on the closing of each tranche of the Loan and will have an exercise price equal to the closing price of the Voting Common Shares on the day prior to the closing of each tranche. On the closing of the first tranche of the Loan, the Company will issue an aggregate of 2,312,500 Warrants to the Guarantors with an exercise price of $0.105, being the closing price of the Voting Common Shares on the TSXV on May 2, 2017. Mr. Gagnon will also receive a cash fee in the amount of 2% of the Loan upon repayment of the Loan by the Company.

The issuance of the Bonus Shares and the Warrants is conditional upon the acceptance of the TSXV. The Bonus Shares will be subject a hold period expiring four months and one day after the date of issuance.

About Agility Health

Through its U.S. subsidiary and principal operating entity, Agility Health, LLC, Agility Health operates a multi-state network of outpatient rehabilitation clinics and provides contracted services to hospitals, nursing homes and other institutional clients, providing care and treatment for orthopedic-related disorders, sports-related injuries, preventative care, rehabilitation of injured workers, and a variety of other injuries and conditions. In addition, Agility Health provides a number of ancillary services related to physical rehabilitation, including practice management software systems and custom orthotics. As of January 1, 2017, Agility Health operates 84 outpatient or onsite rehabilitation locations in 14 states. Agility Health's contract therapy services business provides rehabilitative services to 36 hospitals and inpatient rehabilitation units and 37 nursing homes, long-term care facilities and other service locations in 11 states.

In Canada, Medic Holdings Corp., Agility Health's primary Canadian subsidiary, operates twelve (12) foot care clinics and manufactures orthotics and prosthetics.

For more information, please visit www.agilityhealth.com

Forward-Looking Information

This press release contains forward-looking statements regarding Agility Health and its business. Such statements are based on the current expectations and views of future events of Agility Health's management. In some cases, the forward-looking statements can be identified by words or phrases such as "may", "will", "expect", "plan", "anticipate", "intend", "potential", "estimate", "believe" or the negative of these terms, or other similar expressions intended to identify forward-looking statements. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company. No forward-looking statement can be guaranteed. Forward-looking statements and information by their nature are based on assumption and involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Accordingly, readers should not place undue reliance on any forward-looking statements or information. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Agility Health undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future events, or otherwise.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Wayne Cockburn
    Vice President, Corporate Development
    (905) 505-0770

    Ray Matthews
    Ray Matthews and Associates
    (604) 818-7778
    Ray@raymatthews.ca