News

LifeLabs Medical Laboratory Services Announces Agreement to Acquire CML HealthCare Inc.

June 25, 2013

TORONTO, ONTARIO--(Marketwired - June 25, 2013) - 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 issued and outstanding common shares of CML for $10.75 per 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 long-term 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 providers 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 Thomas Wellner, President and CEO of CML HealthCare. "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 their legal advisor.

The Arrangement, which has been approved by the boards of directors of 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 in September of 2013.

About LifeLabs

LifeLabs is a Canadian-owned company and is the country's largest provider of community laboratory services in the delivery of more than 50 million laboratory tests, serving over 11 million patients and 26,000 health care providers. For more information, visit: www.lifelabs.com.

About Borealis Infrastructure Management Inc.

Borealis Infrastructure is a leader in direct infrastructure investing with over a decade of investment experience and almost $20 billion in capital under management. Borealis invests in and manages a diversified portfolio of large-scale infrastructure assets exhibiting stability and strong cash flows, in sectors including energy, transportation and government-regulated services. It has offices in Toronto, London and New York. Borealis is the infrastructure investment arm of the OMERS Worldwide group of companies. More information can be found on www.borealis.ca.

About OMERS

OMERS is one of Canada's largest pension funds with over $60 billion in net assets. It provides first-class pension administration and innovative products and services to over 400,000 members. Approximately one in every 20 employees working in the province of Ontario is an OMERS member. Through the OMERS Worldwide brand, our team of investment professionals uses a direct drive, active management investment strategy to invest in public and private market assets, including publicly-traded equities, fixed-income, infrastructure, private equity and real estate. For more information, please visit www.omers.com, or www.omersworldwide.com.

About CML

CML serves more than 6 million patients each year at its more than 200 lab and diagnostic imaging sites in Ontario and British Columbia, processing over 40 million tests annually. The Company has been providing laboratory diagnostic services for more than 40 years in Ontario and is a publicly traded company. For more information, visit: www.cmlhealthcare.com