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Northstar Healthcare Announces Waiver of Lock-Up Condition To Private Placement

^{Published on 2010-09-07 16:31:06 - Market Wire}
 

TORONTO and HOUSTON, Sept. 7 /CNW/ - Northstar Healthcare Inc. ("Northstar" or the "Company") (TSX:NHC) announced today that, in connection with Northstar's private placement (the "Private Placement") to Canada Healthcare Acquisition Inc. (the "Subscriber"), Northstar and the Subscriber have agreed to waive the requirement that the Subscriber have received, on or before 1:00 p.m. on September 7, 2010, lock-up agreements from shareholders of the Company representing at least 19% of issued and outstanding common shares of the Company agreeing to vote in favour of the Private Placement (the "Lock-Up Condition"). As announced on August 25, 2010, satisfaction or mutual waiver of the Lock-Up Condition was a condition to the extension of the closing date of the Private Placement to September 30, 2010.

Northstar also announced today that the shareholder materials in connection with the special meeting of shareholders (the "Special Meeting") will be mailed on September 8, 2010. The Special Meeting will be held on Wednesday, September 29, 2010 at 10:00 a.m. (Toronto time). Closing of the Private Placement is scheduled for September 30, 2010.

About Northstar Healthcare Inc.

Northstar owns and/or manages ambulatory surgery centres in the United States, focusing initially on Houston and other metropolitan areas in Texas. The Company currently holds interests in two ambulatory surgery centres in Houston - a 70% partnership interest in The Palladium for Surgery - Houston and a 60% partnership interest in Medical Ambulatory Surgical Suites.

Forward-looking statements

This news release may contain forward-looking statements (within the meaning of applicable securities laws) relating to business of the Company and the environment in which it operates. Forward-looking statements are identified by words such as "believe", "anticipate", "expect", "intend", "plan", "will", "may" and other similar expressions and the negative forms thereof. This information involves known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information. Forward-looking information in this news release includes, without limitation, statements regarding management's beliefs, intentions, results, performance, goals, achievements, future events, plans and objects.

All forward-looking statements in this news release are qualified by these cautionary statements. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or results, should not be unduly relied upon and will not necessarily be accurate indications of whether or not such results will be achieved. Factors that could cause actual results to differ materially from the results discussed in the forward-looking statements, include, but are not limited to: the outcome of the TSX's continued-listing review, and receipt by the Company of the requisite shareholder approval of the Private Placement and the termination of Northstar's Shareholder Rights Plan. Forward-looking information is based on various material factors or assumptions, which are based on information currently available to Northstar. Material factors or assumptions that were applied in drawing a conclusion or making an estimate set out in the forward-looking information may include, but are not limited to: the determination by the TSX that Northstar continues to meet the TSX's continued listing requirements, and that a shareholders approve the Private Placement and the termination of the Rights Plan in connection with the Special Meeting. Although the forward-looking statements contained in this news release are based upon what management believes are reasonable assumptions, Northstar cannot assure readers that actual results will be consistent with these forward-looking statements.

The forward-looking statements contained in this news release are made as of the date of this news release and should not be relied upon as representing Northstar's views as of any date subsequent to the date of this news release. Northstar assumes no obligation to update or revise these forward-looking statements to reflect new information, events, circumstances or otherwise, except as required by applicable law.

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