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Investor Presentation
TSX: CHH | April 2020
Forward Looking Statements
Certain of the statements contained in this presentation are "forward-looking information“ within the meaning of applicable
Canadian securities legislation. Forward-looking information includes, but is not limited to, business strategy, plans and other
expectations, beliefs, goals, objectives, information and statements about possible future events. Forward-looking
information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”,
“will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans” or “continue”, or similar expressions suggesting
future outcomes or events. You are cautioned not to place undue reliance on such forward-looking information. Forward-
looking information is based on current expectations, estimates and assumptions that involve a number of risks that are set
out under the heading “Risks and Uncertainties” in Centric Health’s most recently filed Management’s Discussion and
Analysis available on SEDAR at www.sedar.com, which could cause actual results to vary and in some instances to differ
materially from those anticipated by Centric Health and described in the forward-looking information contained in this
presentation. No assurance can be given that any of the events anticipated by the forward-looking information will transpire
or occur or, if any of them do so, what benefits Centric Health will derive therefrom and neither Centric Health nor any other
person assumes responsibility for the accuracy and completeness of any forward-looking information. Other than as
specifically required by applicable laws, Centric Health assumes no obligation and expressly disclaims any obligation to
update or alter the forward-looking information whether as a result of new information, future events or otherwise.
All dollar figures are in Canadian dollars unless otherwise stated.
2
3
Becoming
Canada’s
largest
specialty
pharmacy
Centric Health is
one of Canada's
leading providers of
Specialty Pharmacy
services to seniors
in long-term care
and retirement
homes.
1
2
3
Large, fast-growing seniors
market
Existing, scalable national
platform
Multiple organic growth and
acquisition opportunities
Centric Health is an Essential Service Provider
4
â–Ş Non-cyclical nature of seniors
pharmacy business is generally
unaffected by broader economic
and market conditions
â–Ş Primary funding from provincial
governments and other third party
payors minimizes counterparty risk
â–Ş Safe and timely supply of
medications to seniors remains an
essential service during the COVID-19
pandemic
0
2
4
6
8
10
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
Sources: Canadian Institute for Health Information, 2018; Census, 2016millions
41%
growth
$19.3
billion
Population aged 65+
Current market for
prescription drugs for
Canadian seniors
Large, Fast-Growing Market
5millions
Population aged 65+
Current market for
prescription drugs for
Canadian seniors
Today 2036
Seniors Pharmacy Opportunity
6
4 - 12
# of medications a
typical senior takes
daily
30
residents per
nurse
90x
daily, nurses
administer
medications
Seniors residences – total beds
425,000
1,025,000
141%
estimated growth in
the total number of
long-term care and
retirement home
beds between now
and 2036
Sources: CMHC Seniors Housing Report Canada, Statistics Canada, and Canadian Institute for Health Information
Best-in-Class Institutional Pharmacy Capabilities
â–Ş High volume solutions for cost
effective supply of chronic
medication and other specialty
clinical care services
â–Ş Multi-dose compliance
packaging improves patient
safety and adherence
â–Ş Requires proximity, efficiency,
accuracy… and innovation
7
Established, Scalable National Platform
Burlington
London
Ottawa
Newmarket
Regina
Vancouver
Nanaimo
Victoria
Kelowna
Calgary
Edmonton (2)
Lethbridge
Grande Prairie
14
fulfilment centres
>460
long-term care and
retirement homes
~31,500
beds
>900,000
prescriptions monthly
8
Multiple Organic Growth and Acquisition Opportunities
9
Increase our customer base
Add more beds under care; penetrate
seniors living at home market
Expand scope of services
Leverage national platform / existing
customer base (examples: medical
cannabis, medical supplies)
Consolidate the market
Make accretive acquisitions to create
synergies / economies of scale; expand
network and geographical coverage
Adding Beds Under Care
Increase residents serviced in
long-term care and retirement
homes
â–Ş Leverage existing operations
to increase penetration
within homes serviced
â–Ş Focus on RFP wins with
national and regional home
operators
• Over 45,000 new beds are up
for RFPs in the next 18
months, providing significant
opportunity to gain market
share
10
29,690
30,341
31,265 31,281
31,457
Q4 18 Q1 19 Q2 19 Q3 19 Q4 19
Average number of
beds serviced*
Continued Growth in Number of Beds Serviced
11
Growth in average
beds serviced from
Q4 2018 to Q4 2019
* Includes a restatement of previously reported numbers to reflect the impact of
discontinued operations for retail pharmacies that were divested in 2019.
6%
Consolidation Opportunity
â–Ş Highly fragmented
seniors pharmacy
market
â–Ş Many small and mid-
sized operators
12
Centric is best
positioned to
become the
consolidator
Specialty Pharmacy Full Year Results
Revenue
($ millions)
$118.9
$124.6
FY 2018 FY 2019
13
Adjusted EBITDA
($ millions)
$9.2
$15.0
FY 2018 FY 2019
4.8%
62.7%
Strengthened Balance Sheet
14
February 14, 2019:
Sale of Alberta
Retail Pharmacy
($2.3M)
March 12, 2019:
Convertible
Preferred Share
Private Placement
(Ewing Morris)
($12.0M)
June 23, 2019:
Sale of Alberta
Retail Pharmacy
($2.0M)
November 22, 2019:
Convertible
Debenture/Common
Share Private
Placement (Yorkville)
($35.2M)
March 31, 2020:
Closed New Credit
Facilities (Crown
Capital/Yorkville)
($28.0M)
November 26, 2019:
Sale of Surgical and
Medical Centres
Business ($35.0M)
$115M Aggregate gross
proceeds
Debt Reduction
15
Credit facilities provide for up to another $14 million of debt capacity upon closing Remedy’s acquisition/achieving certain financial milestones.
September 30, 2019 March 31, 2020
$89M
$28M
$61M
Total debt
reduction
Stabilized Funding Regime Creates Regulatory Clarity
16
Regulatory Change Details Term
Pan-Canadian Generic Drug
Pricing Agreement
Effective April 2018 prices of 70 of most common generic
drugs reduced by 25-40%, which affected drug markups
Agreement runs to March 2023
Alberta Funding Regime Effective May 2018 cuts were made to dispensing fee and
frequency of dispensing which affected Alberta retirement
business
Funding model runs to March 2022
Ontario Funding Regime Effective January 2020 changes in funding model from fee-
for-service to capitation model for long-term care
residents and clawbacks on drug markups and dispensing
fees which affected retirement business
Funding model runs to March 2024
â–Ş A number of regulatory changes have impacted seniors pharmacy reimbursement models in the past
two years
â–Ş Associated term of each funding model provides a more stable and predictable regime for foreseeable
future
â–Ş Clear strategic focus
â–Ş Divested non-core assets,
deleveraged balance sheet
â–Ş Strengthened our ability to lead
the market consolidation
17
Positioned for Growth
M&A Strategy
18
…At Accretive
Purchase Multiples
Highly
complementary
With strong synergy
potential
At accretive
purchase multiples
Leverage current
market dynamics to
make opportunistic
roll-up acquisitions
that grow bed count
and improve scale
Ability to realize
substantial synergies
through rationalization,
improved purchasing
power, and by
implementing CHH’s
best practices
Highly accretive
acquisitions at
discounts to CHH’s
average trading
multiple result in
strong value creation
opportunities
1 2 3
19
Becoming
Canada’s
largest
specialty
pharmacy
Becoming
Canada’s
leading
specialty
pharmacy
Signed definitive agreement
on March 23rd for the
acquisition of Remedy’sRx
Specialty Pharmacy Business
â–Ş Adds ~18,500 beds to
Centric’s bed count
▪ Remedy’s in midst of
completing a tuck-in
acquisition for >800
additional beds
2020
â–Ş Creates largest Canadian
specialty pharmacy business
â–Ş Highly complementary
organizations with significant
opportunity to implement
best practices
â–Ş Ability to realize material
synergies and long-term
value creation as a result of
overlapping geographies and
increased scale
+
A Look at the Combined Business
2121
Combined
Business
Beds
Serviced
~31,500
Geography
Western
Canada &
Ontario
Revenue $125mm
Beds
Serviced
~18,500
Geography
Western
Canada &
Ontario
Revenue $60mm
Beds
Serviced
~50,000
Geography
Western
Canada &
Ontario
Revenue $185mm
Canada’s largest specialty pharmacy, well positioned to
further strengthen market position
Achieving Market Leadership
2222
Note: Incumbent bed counts per management estimates; Total market size per CMHC Seniors Housing Report Canada
Beds
Centric + Remedy 50,000
Competitor A 35,000
Competitor B 30,000
Competitor C 18,000
All others 292,000
68.7%
11.7%
8.2%
7.0%
4.2%
Market share
425,000
Total beds in
market
Transaction Details
2323
â–Ş Purchase price of $39 million
â–Ş Cash at closing = $8 million
â–Ş Closing share consideration of $23M (125M
shares issued at $0.184 per share), effective
value of $14.4M based on pre-
announcement market price of shares
â–Ş Deferred cash consideration of $8 million
â–Ş Potential earn-out of up to $5 million
based on certain performance thresholds
being met on the first two anniversaries of
closing
â–Ş Expected to close in Q2 2020
24
Post-Closing Capital Structure
Vendor take back
Subordinated debt
Senior debt
Fully Diluted Ownership
Yorkville 200,233,333 29.1%
Bruce Moody 119,946,554 17.4%
Jack Shevel 89,091,037 12.9%
Ewing Morris 69,334,667 10.1%
Other 209,944,896 30.5%
Total 688,550,487 100%
Pro Forma Debt
(millions)
0
200,000
400,000
600,000
800,000
Current I/O Issued for
Remedy
Acquisition
Pro-Forma
Remedy
Subtotal
Convertible
Debentures
Other
Outstanding
Instruments
Total Fully
Diluted
Pro Forma Shares Outstanding (000’s)
295,150
125,000 420,150
236,001
32,399 688,550
$27
$8
$4
Large, fast-growing
seniors market
Existing, scalable
national platform
Organic growth and
acquisition opportunities
1 2 3
www.centrichealth.ca

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Centric Health Corporation - Investor Presentation - April 2020

  • 2. Forward Looking Statements Certain of the statements contained in this presentation are "forward-looking information“ within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, business strategy, plans and other expectations, beliefs, goals, objectives, information and statements about possible future events. Forward-looking information generally can be identified by the use of forward-looking terminology such as “outlook”, “objective”, “may”, “will”, “expect”, “intend”, “estimate”, “anticipate”, “believe”, “should”, “plans” or “continue”, or similar expressions suggesting future outcomes or events. You are cautioned not to place undue reliance on such forward-looking information. Forward- looking information is based on current expectations, estimates and assumptions that involve a number of risks that are set out under the heading “Risks and Uncertainties” in Centric Health’s most recently filed Management’s Discussion and Analysis available on SEDAR at www.sedar.com, which could cause actual results to vary and in some instances to differ materially from those anticipated by Centric Health and described in the forward-looking information contained in this presentation. No assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur or, if any of them do so, what benefits Centric Health will derive therefrom and neither Centric Health nor any other person assumes responsibility for the accuracy and completeness of any forward-looking information. Other than as specifically required by applicable laws, Centric Health assumes no obligation and expressly disclaims any obligation to update or alter the forward-looking information whether as a result of new information, future events or otherwise. All dollar figures are in Canadian dollars unless otherwise stated. 2
  • 3. 3 Becoming Canada’s largest specialty pharmacy Centric Health is one of Canada's leading providers of Specialty Pharmacy services to seniors in long-term care and retirement homes. 1 2 3 Large, fast-growing seniors market Existing, scalable national platform Multiple organic growth and acquisition opportunities
  • 4. Centric Health is an Essential Service Provider 4 â–Ş Non-cyclical nature of seniors pharmacy business is generally unaffected by broader economic and market conditions â–Ş Primary funding from provincial governments and other third party payors minimizes counterparty risk â–Ş Safe and timely supply of medications to seniors remains an essential service during the COVID-19 pandemic
  • 5. 0 2 4 6 8 10 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 Sources: Canadian Institute for Health Information, 2018; Census, 2016millions 41% growth $19.3 billion Population aged 65+ Current market for prescription drugs for Canadian seniors Large, Fast-Growing Market 5millions Population aged 65+ Current market for prescription drugs for Canadian seniors
  • 6. Today 2036 Seniors Pharmacy Opportunity 6 4 - 12 # of medications a typical senior takes daily 30 residents per nurse 90x daily, nurses administer medications Seniors residences – total beds 425,000 1,025,000 141% estimated growth in the total number of long-term care and retirement home beds between now and 2036 Sources: CMHC Seniors Housing Report Canada, Statistics Canada, and Canadian Institute for Health Information
  • 7. Best-in-Class Institutional Pharmacy Capabilities â–Ş High volume solutions for cost effective supply of chronic medication and other specialty clinical care services â–Ş Multi-dose compliance packaging improves patient safety and adherence â–Ş Requires proximity, efficiency, accuracy… and innovation 7
  • 8. Established, Scalable National Platform Burlington London Ottawa Newmarket Regina Vancouver Nanaimo Victoria Kelowna Calgary Edmonton (2) Lethbridge Grande Prairie 14 fulfilment centres >460 long-term care and retirement homes ~31,500 beds >900,000 prescriptions monthly 8
  • 9. Multiple Organic Growth and Acquisition Opportunities 9 Increase our customer base Add more beds under care; penetrate seniors living at home market Expand scope of services Leverage national platform / existing customer base (examples: medical cannabis, medical supplies) Consolidate the market Make accretive acquisitions to create synergies / economies of scale; expand network and geographical coverage
  • 10. Adding Beds Under Care Increase residents serviced in long-term care and retirement homes â–Ş Leverage existing operations to increase penetration within homes serviced â–Ş Focus on RFP wins with national and regional home operators • Over 45,000 new beds are up for RFPs in the next 18 months, providing significant opportunity to gain market share 10
  • 11. 29,690 30,341 31,265 31,281 31,457 Q4 18 Q1 19 Q2 19 Q3 19 Q4 19 Average number of beds serviced* Continued Growth in Number of Beds Serviced 11 Growth in average beds serviced from Q4 2018 to Q4 2019 * Includes a restatement of previously reported numbers to reflect the impact of discontinued operations for retail pharmacies that were divested in 2019. 6%
  • 12. Consolidation Opportunity â–Ş Highly fragmented seniors pharmacy market â–Ş Many small and mid- sized operators 12 Centric is best positioned to become the consolidator
  • 13. Specialty Pharmacy Full Year Results Revenue ($ millions) $118.9 $124.6 FY 2018 FY 2019 13 Adjusted EBITDA ($ millions) $9.2 $15.0 FY 2018 FY 2019 4.8% 62.7%
  • 14. Strengthened Balance Sheet 14 February 14, 2019: Sale of Alberta Retail Pharmacy ($2.3M) March 12, 2019: Convertible Preferred Share Private Placement (Ewing Morris) ($12.0M) June 23, 2019: Sale of Alberta Retail Pharmacy ($2.0M) November 22, 2019: Convertible Debenture/Common Share Private Placement (Yorkville) ($35.2M) March 31, 2020: Closed New Credit Facilities (Crown Capital/Yorkville) ($28.0M) November 26, 2019: Sale of Surgical and Medical Centres Business ($35.0M) $115M Aggregate gross proceeds
  • 15. Debt Reduction 15 Credit facilities provide for up to another $14 million of debt capacity upon closing Remedy’s acquisition/achieving certain financial milestones. September 30, 2019 March 31, 2020 $89M $28M $61M Total debt reduction
  • 16. Stabilized Funding Regime Creates Regulatory Clarity 16 Regulatory Change Details Term Pan-Canadian Generic Drug Pricing Agreement Effective April 2018 prices of 70 of most common generic drugs reduced by 25-40%, which affected drug markups Agreement runs to March 2023 Alberta Funding Regime Effective May 2018 cuts were made to dispensing fee and frequency of dispensing which affected Alberta retirement business Funding model runs to March 2022 Ontario Funding Regime Effective January 2020 changes in funding model from fee- for-service to capitation model for long-term care residents and clawbacks on drug markups and dispensing fees which affected retirement business Funding model runs to March 2024 â–Ş A number of regulatory changes have impacted seniors pharmacy reimbursement models in the past two years â–Ş Associated term of each funding model provides a more stable and predictable regime for foreseeable future
  • 17. â–Ş Clear strategic focus â–Ş Divested non-core assets, deleveraged balance sheet â–Ş Strengthened our ability to lead the market consolidation 17 Positioned for Growth
  • 18. M&A Strategy 18 …At Accretive Purchase Multiples Highly complementary With strong synergy potential At accretive purchase multiples Leverage current market dynamics to make opportunistic roll-up acquisitions that grow bed count and improve scale Ability to realize substantial synergies through rationalization, improved purchasing power, and by implementing CHH’s best practices Highly accretive acquisitions at discounts to CHH’s average trading multiple result in strong value creation opportunities 1 2 3
  • 19. 19 Becoming Canada’s largest specialty pharmacy Becoming Canada’s leading specialty pharmacy Signed definitive agreement on March 23rd for the acquisition of Remedy’sRx Specialty Pharmacy Business â–Ş Adds ~18,500 beds to Centric’s bed count â–Ş Remedy’s in midst of completing a tuck-in acquisition for >800 additional beds
  • 20. 2020 â–Ş Creates largest Canadian specialty pharmacy business â–Ş Highly complementary organizations with significant opportunity to implement best practices â–Ş Ability to realize material synergies and long-term value creation as a result of overlapping geographies and increased scale +
  • 21. A Look at the Combined Business 2121 Combined Business Beds Serviced ~31,500 Geography Western Canada & Ontario Revenue $125mm Beds Serviced ~18,500 Geography Western Canada & Ontario Revenue $60mm Beds Serviced ~50,000 Geography Western Canada & Ontario Revenue $185mm Canada’s largest specialty pharmacy, well positioned to further strengthen market position
  • 22. Achieving Market Leadership 2222 Note: Incumbent bed counts per management estimates; Total market size per CMHC Seniors Housing Report Canada Beds Centric + Remedy 50,000 Competitor A 35,000 Competitor B 30,000 Competitor C 18,000 All others 292,000 68.7% 11.7% 8.2% 7.0% 4.2% Market share 425,000 Total beds in market
  • 23. Transaction Details 2323 â–Ş Purchase price of $39 million â–Ş Cash at closing = $8 million â–Ş Closing share consideration of $23M (125M shares issued at $0.184 per share), effective value of $14.4M based on pre- announcement market price of shares â–Ş Deferred cash consideration of $8 million â–Ş Potential earn-out of up to $5 million based on certain performance thresholds being met on the first two anniversaries of closing â–Ş Expected to close in Q2 2020
  • 24. 24 Post-Closing Capital Structure Vendor take back Subordinated debt Senior debt Fully Diluted Ownership Yorkville 200,233,333 29.1% Bruce Moody 119,946,554 17.4% Jack Shevel 89,091,037 12.9% Ewing Morris 69,334,667 10.1% Other 209,944,896 30.5% Total 688,550,487 100% Pro Forma Debt (millions) 0 200,000 400,000 600,000 800,000 Current I/O Issued for Remedy Acquisition Pro-Forma Remedy Subtotal Convertible Debentures Other Outstanding Instruments Total Fully Diluted Pro Forma Shares Outstanding (000’s) 295,150 125,000 420,150 236,001 32,399 688,550 $27 $8 $4
  • 25. Large, fast-growing seniors market Existing, scalable national platform Organic growth and acquisition opportunities 1 2 3 www.centrichealth.ca