MONTREAL, July 03, 2026 – Premier Health of America Inc. (TSX-V: PHA) has secured a critical court approval for a restructuring transaction, paving the way for the uninterrupted continuation of operations for three of its key affiliates. The Québec Superior Court (Commercial Division) today issued an order sanctioning the acquisition of all equity interests in Solutions Staffing Inc. (“SSI”), Canadian Health Care Agency Ltd. (“CHCA”), and Premier Soin Nordik Inc. / Premier Health Nordik Inc. (“Nordik Québec”) by Polar Valley Investments Limited. This development, stemming from CCAA proceedings initiated by the Royal Bank of Canada, is designed to preserve the going concern operations of these healthcare service providers.
Background to the Proceedings
The path to this restructuring began on June 23, 2026, when the Royal Bank of Canada, acting in its capacity as a secured creditor, initiated proceedings under the Companies’ Creditors Arrangement Act (CCAA). These proceedings, overseen by the Québec Superior Court (Commercial Division), aimed to address the financial challenges faced by Premier Health. FTI Consulting Canada Inc. was appointed as the Court-appointed monitor in these CCAA Proceedings, tasked with overseeing the process and facilitating a viable resolution. The recent court order, issued on July 03, 2026, marks a significant milestone in these efforts, providing a framework for the targeted divestiture and operational stabilization of key business units.
The Approved Transaction Structure
The approved transaction involves Polar Valley Investments Limited (“Polar”), identified as the successful bidder by the Monitor, acquiring the entirety of the equity interests in SSI, CHCA, and Nordik Québec. Polar, a firm with existing holdings in the healthcare sector, will execute this acquisition through a share subscription mechanism. Specifically, Polar will subscribe for newly issued shares in each of SSI, CHCA, and Nordik Québec. Concurrently, all existing equity interests in these three affiliates will be cancelled without consideration. This structure, facilitated by “reverse vesting orders” (the “Approval and Reverse Vesting Orders”), is a strategic approach to transfer the operational assets and ongoing business while isolating certain liabilities and non-core assets.
Exclusions and Asset Vesting
A crucial aspect of the Approval and Reverse Vesting Orders is the precise delineation of assets and liabilities. The court order stipulates that certain assets and liabilities belonging to SSI, CHCA, and Nordik Québec will be explicitly excluded from the transaction. These excluded elements will instead be vested in 10544485 Canada inc., an affiliate of Premier Health of America Inc. This mechanism ensures that Polar Valley Investments Limited acquires a streamlined operational entity, free from specific legacy obligations or non-essential assets, thereby facilitating a cleaner transfer and enhancing the viability of the acquired businesses. Readers seeking comprehensive details on these exclusions and the broader restructuring process are directed to the Monitor’s website at https://cfcanada.fticonsulting.com/PHA, where relevant documents, including the Approval and Reverse Vesting Orders and the Monitor’s reports to the Court, are publicly available.
Ensuring Operational Continuity
A primary objective of this restructuring is the preservation of the “going concern operations” for SSI, CHCA, and Nordik Québec. The Company has explicitly stated that clients of these three entities should anticipate “no changes to day-to-day operations and service levels.” This commitment underscores Premier Health’s focus on “delivering reliable, high-quality healthcare solutions and ensuring continuity of service for the organizations and communities served.” The transaction is projected to reach its closing phase “on or around July 10, 2026,” signaling a swift transition aimed at minimizing disruption.
Market Impact and Forward-Looking Statements
In conjunction with these proceedings, trading in Premier Health of America Inc.’s common shares on the TSX Venture Exchange (“TSXV”) has been halted. The Company has indicated that the common shares “will remain halted until such date that the TSXV determines.” This suspension reflects the significant corporate restructuring underway. Premier Health also included standard forward-looking statements in its announcement, cautioning investors about inherent risks. These factors include “the inability to successfully complete the Transaction, operational disruptions arising from restrictions imposed during the CCAA proceedings, continued suspension of trading of the common shares, and other risks and uncertainties discussed in the management discussion and analysis section of the Company’s interim and most recent annual financial statement.” The Company advises that “there can be no assurance that such forward looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements,” urging readers not to place undue reliance on forward-looking information.
Leadership and Transparency
For further information regarding the restructuring, Premier Health of America Inc. has designated Mr. Guy D’Aoust, Interim Chief Executive Officer, and Mr. Frédéric St-Cyr, Interim Chief Financial Officer, as primary contacts. Their contact details, including a toll-free number (1 800 231 9916), were provided in the announcement. The availability of detailed legal and financial documents on the Monitor’s website reinforces the transparency of the CCAA process, allowing stakeholders to access comprehensive information regarding the court’s decisions and the Monitor’s oversight.
The Québec Superior Court’s approval of the restructuring transaction represents a pivotal moment for Premier Health of America Inc. and its affiliates. By facilitating the strategic acquisition of SSI, CHCA, and Nordik Québec by Polar Valley Investments Limited, the order aims to safeguard the continued provision of essential healthcare services, ensuring stability for clients and a clear operational path forward for the divested entities. While Premier Health navigates the implications for its own corporate structure and share trading, the immediate focus remains on the seamless transition and ongoing service delivery for the acquired businesses.
