LifeLabs Medical Laboratory Services (“LifeLabs”), a leading Canadian provider of community laboratory services, announced today that it has entered into an Arrangement Agreement (the “Agreement”) with CML HealthCare Inc. (“CML”) under which LifeLabs will acquire all of the outstanding common shares of CML for $10.75 per common share in cash by way of a Plan of Arrangement.
The combination of LifeLabs with CML will expand community lab testing services for patients in the province of Ontario. LifeLabs and CML provide laboratory testing services that help Ontario health care providers diagnose, treat, monitor and prevent disease in patients. The two organizations provide high quality diagnostic services to community patients through patient service centres, homecare and longterm care facilities visits, and dedicated laboratory testing facilities. LifeLabs is indirectly owned by OMERS Administration Corporation, whose interest is managed by Borealis Infrastructure.
“I’m very pleased to announce that our two laboratory diagnostic companies are coming together in Ontario to serve patients and their health providers,” said Sue Paish, President and CEO of LifeLabs. “Coming together, we can be even stronger partners with government and health care partners in the planning and delivery of high quality and accessible diagnostic services for Canadians.”
“We see an exciting future for this business” said Michael Rolland, President and CEO of Borealis Infrastructure. “We welcome the talented staff at CML Healthcare to LifeLabs and look forward to the team working together to continue to lead the industry in the delivery of quality laboratory services that support the healthcare needs of Canadians.”
Since 1971, CML has been a trusted partner of medical professionals, providing timely and accurate medical diagnostic testing services to Canadians,” said Patrice E. Merrin, Chairman of the CML Board of Directors. “LifeLabs, too, has an outstanding reputation of delivering quality care and I am confident that the combined organization will maintain and grow our trusted partner relationships. This is a natural fit for two strong companies.”
“Our two organizations care about patients and helping physicians identify the right course of action for better health care outcomes,” said Tom Wellner, CEO of CML. “So, in bringing the two companies together, we are fully aligned in our commitment to quality and continuous improvement in patient services in Ontario going forward. We are committed to transitioning seamlessly through our integration with LifeLabs, with a focus on operational excellence and providing the same level of quality service our customers and partners have come to expect.”
RBC Capital Markets is acting as financial advisor to Borealis Infrastructure and LifeLabs and Blake, Cassels & Graydon LLP is acting as its legal advisor.
The Arrangement, which has been approved by the boards of directors of both CML, LifeLabs and OMERS, is subject to approval by shareholders of CML at a Special Meeting to be held on September 3, 2013. The transaction is also subject to receipt of regulatory approvals and other customary closing conditions, including court approval. The transaction is expected to close September of 2013.The transaction is expected to close in September of 2013.
