SOURCE: Premier Health Group Inc.

February 05, 2016 19:44 ET

Premier Health Group Inc. Acquires Clinic in Dominican Republic, Invests in Shares of CHH (TSX), Announces New Board Members and $200,000 Private Placement

VANCOUVER, BC--(Marketwired - February 05, 2016) - Premier Health Group Inc. (the "Company") is pleased to announce the board has approved proceeding with the following asset purchase and private placement transactions:

Acquisition of Premier Clinicas de Rehabilitacion, S.R.L. ("Premier Clinicas")

Premier Clinicas was incorporated on September 19, 2010 under the laws of the Dominican Republic and operates as a multidisciplinary rehabilitation facility based on the most current North American practices and methods. The clinic provides physiotherapy, massage therapy, return to work treatment and conditioning under the direct supervision of orthopedic surgeons, physiatrists and licensed rehabilitation specialists. In addition to servicing the private patient community, the business holds national contracts with insurance companies and government agencies.

Premier Clinicas was founded by Brenda Rasmussen, a Canadian entrepreneur and visionary force in Canadian health care services. Ms. Rasmussen is best known for founding Toronto Stock Exchange listed ALEGRO HEALTH CORP. which became CENTRIC HEALTH CORP., symbol CHH, which she left in 2010 after 8 years as President and CEO. Ms. Rasmussen holds 99.9% of the shares of Premier Clinicas.

Further to the announcement September 28, 2016 terms of the purchase of 100% of the shares of Clincas is US$1.5 million in consideration consisting of a 5 year 8.5% interest bearing Convertible Promissory Note with a 5 year term. The Vendor shall have the right to convert (at any time) any outstanding balance of the principal and interest of the Promissory Note into common shares of the Company at C$0.25 per share. The Company shall have the right to prepay any amount of the outstanding principal and the interest of the Promissory Note without a penalty before the due date of the Promissory Note. The Note will be secured by a general security agreement. The purchase is supported by the audited statements of Premier Clinicas as of December 31, 2014 and nine month interim statements to September 30, 2015.

Acquisition of Shares of CHH

The company also announces it is issuing 200,000 units in consideration for 1,000,000 shares of CENTRIC HEALTH CORP., symbol CHH on the TSX. Each unit consists of one share and one share purchase warrant (the "Warrant") of the Company. Each warrant shall entitle the holder to purchase one common share of the Company at a price of $1.50 per share for a period of two years from date of issuance. Based on the trading value of CHH shares the value of the units is $250,000. The CHH shares represent a current asset to the Company and are acquired for investment purposes.

Non Brokered private Placement

The Company is entering into a private placement to raise up to $200,000 by issuance of 133,333 units at a price of $1.50 per unit. Each unit consists of one share and one share purchase warrant (the "Warrant") of the Company. Each warrant shall entitle the holder to purchase one common share of the Company at a price of $1.50 per share for a period of two years from date of issuance.

Funds will be used for working capital purposes.

Appointment of Directors

The Company is pleased to announce the appointment of the following Directors on closing the above transactions:

Brenda Rasmussen, Director, who founded and developed the privately owned DISABILITY MANAGEMENT GROUP of companies through a series of business acquisitions and significant financings into TSX listed CENTRIC HEALTH CORP., symbol CHH. Ms. Rasmussen was CEO until 2010 when she departed and began focusing on health care, and especially rehabilitation, opportunities in the Dominican Republic and opened the first clinic in Santiago to become Premier Clinicas.

Katherine Badali, MHSc, B.Sc, was Chief Operating Officer of Centric Health Corporation (Previously Alegro Health Corp and Work Able Centres) from 2001 to 2011 and operates as an executive management consultant for various institutions and organizations in the industry using her vast experience operating a national, multi-service healthcare organization and her professional qualifications. Ms. Badali holds a B.Sc.in Physical Therapy and Master of Health Science from University of Toronto and will be an expert and valued member of the board.

Transfer of Previously Issued Shares

The Company announced August 27, 2015 the issuance of 20,000,000 shares in consideration for 4,000,000 shares of Moag Copper Gold Resources Inc. ("MOG"). The vendor of the MOG shares, Winston Ventures Inc. has agreed to transfer its 20,000,000 shares to Brenda Rasmussen. Insider reporting requirements will be made on closing the transaction.

A further release will confirm closing of all the above share transactions.

ON BEHALF OF THE BOARD 

"Donald Gordon"

Director

Statements in this news release may be viewed as forward-looking statements. Such statements involve risks and uncertainties that could cause actual results to differ materially from those projected. There are no assurances the company can fulfill such forward-looking statements and the company undertakes no obligation to update such statements. Such forward-looking statements are only predictions; actual events or results may differ materially as a result of risks facing the company, some of which are beyond the company's control.

Contact Information

  • Donald Gordon
    604 617-7221