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AGILITY HEALTHINVESTOR PRESENTATION

July 2017

Safe Harbor

DisclosureCertain statements contained in this presentation may be considered “forward-looking information”

as defined under applicable Canadian securities laws (“forward-looking statements”). Forward-

looking statements include, but are not limited to, statements made concerning the objectives of

Agility Health, Inc. (“Agility”), strategies to achieve those objectives, as well as statements with

respect to management’s beliefs, plans, estimates, and intentions, and similar statements

concerning anticipated future events, results, circumstances, performance or expectations that are

not historical facts. Forward-looking statements 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. Such forward-looking statements reflect management’s current beliefs and

are based on information currently available to management. Forward-looking statements involve

risks and uncertainties that could cause actual results to differ materially from those contemplated

by such statements.

No assurance can be given as to any such future results, levels of activity or achievements and

neither Agility nor any other person assumes responsibility for the accuracy and completeness of

any forward-looking statements. The factors underlying current expectations are dynamic and

subject to change. All forward-looking statements in this presentation are qualified by these

cautionary statements. Other than specifically required by applicable laws, Agility is under no

obligation and expressly disclaims any such obligation to update or alter the forward-looking

statements whether as a result of new information, future events or otherwise except as may be

required by law.

All reference to dollars in this presentation are to U.S. dollars, unless otherwise indicated.

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Who We Are

Agility Health, Inc. (“Agility”) is a leading healthcare provider

with a focus on physical rehabilitation services

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✓ Physical therapy, Occupational

therapy, Athletic training, Speech

therapy

✓ Growth in revenues, margins and

EBITDA

✓ Large, growing industry - highly

fragmented

✓ Differentiated business model

✓ Experienced leadership

Physical Therapy Market Overview

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Physical therapy is a >$30 billion industry that is expected to grow 7% annually through 2018.

▪ Physical therapy accounts for approximately 90% of all outpatient rehabilitation spending

• Highly fragmented with largest 50 competitors comprising less than 25% of the market

▪ Numerous, positive factors driving long-term growth:

• Expanding patient population that provides favorable tailwinds:

− Aging U.S. population − Unhealthy youth lifestyle trends − Growth in employment

• Outpatient rehabilitation is significantly less costly than surgery or hospitalization, but with similar

clinical effectiveness

U.S. Outpatient Rehabilitation Expenditures Outpatient Rehabilitation Spending by Segment

For the Years Ended and Ending December 31, 2004-2018P($ in billions)

$0

$5

$10

$15

$20

$25

$30

$40

$45

2004 2005 2006 2007 2008 2009 2010 2011 2012 2013E 2014P 2015P 2016P 2017P 2018P

Orthopedic Physical Therapy

48%

SpeechTherapy and Audiology

10%

GeneralPhysical

Therapy9%

$35

GeriatricPhysical

Therapy 9%

PediatricPhysical

Therapy

8%

Sportsphysical

Therapy

7%Other Specialty Neurological

Physical Therapy Physical Therapy

3% 6%90%

Source: IBISWorld.

Network of Service Sites ✓ 1+ million patient visits annually

✓ 1,100+ employees

✓ 160+ locations across 23 states and

2 provinces

✓ Proprietary operating software

✓ Provides post-acute ‘rehabilitation

continuum of care’

✓ Seasoned management team

✓ Diversified portfolio: geographically and clinically

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One of the leading providers of physical rehabilitation services in North America

Provide care and treatment for orthopedic-related disorders, sports-related injuries,

preventative care and occupational rehabilitation

Agility Health Physical Rehabilitation Services - Overview

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Hospital Services

✓Outsourced Services

✓Contract Terms: 1-3 Years

✓Reimbursement: (production or time

based)

✓Physical Therapy (PT), Occupational

Therapy (OT), Speech Pathology (SP),

Athletic Training (AT)

✓Good relationships

Long-Term Care Services

✓Outsourced Services


✓Reimbursement: (inpatient services are

time-based and outpatient production-

based)

✓PT, OT, and SP

✓Many long-term customers

Outpatient Services

✓Owned or Partnered

✓Free-standing; leased locations

✓PT, OT and AT services

✓Reimbursement: insurance and cash

Industrial Services


✓Reimbursement: cash from client

✓AT prevention services

✓Many long-term customers

Agility Health Business Segments

Long-Term

Care

Contract Services

Outpatient

Clinics

Hospitals

Contract Services

Industrial

Work-FitTM

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Clinics/Facilities(1) 56 Sites 31 Sites 36 Sites 25 Sites

2016 Revenue(1) $32.3 M $7.5 M $9.0 M $14.2 M

% 2016 Revenue 51% 12% 14% 23%

1. Does not include 15 orthotic clinics.

2. Clinic level, financials.

Agility Health Business Segments

Agility Health Gross Charges by Payor

Gross Charges by Payor 2016Gross Charges by Payor 2015

Commercial59.8%Medicare

21.2%

Worker's Comp12.7%

VA/Tricare/FEP2.2%

Medicaid2.7%

Other0.4%

Patient1.1%

Commercial48.3%

Medicare24.0%

Worker's Comp11.8%

VA/Tricare/FEP10.7%

Medicaid3.5%

Other1.0% Patient

0.7%

Agility HealthFinancial Summary

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2013 2014 2015 2016

(Expressed in $USD)

Revenue $60,527,877 $62,104,509 $62,328,991 $63,612,979

Outpatient Services $24,511,369 $28,943,806 $31,185,081 $32,279,304

% of Total Sales 40.50% 46.60% 50.03% 50.74%

Hospital Services $10,562,115 $9,656,009 $8,199,840 $8,969,312

% of Total Sales 17.45% 15.55% 13.16% 14.10%

Long-Term Care $24,483,526 $18,063,717 $17,167,234 $14,693,243

% of Total Sales 40.45% 29.09% 27.54% 23.10%

Industrial Services $953,919 $5,416,755 $5,633,634 $7,506,098

% of Total Sales 1.58% 8.72% 9.04% 11.80%

Other $13,292 $22,109 $143,202 $165,022

% of Total Sales 0.02% 0.04% 0.23% 0.26%

Cost of Revenues

Salaries and Benefits $41,302,131 $40,837,396 $40,093,117 $42,130,105

Contract Labor $1,067,679 $802,113 $1,018,142 $808,430

Facility $3,457,499 $3,424,663 $3,895,123 $4,196,175

Supplies $798,147 $891,292 $802,671 $794,851

Depreciation and Amortization $768,401 $726,829 $692,741 $630,495

Provision for Bed Debts $1,077,803 $464,763 $770,408 $812,284

Other $1,339,330 $1,424,005 $1,328,860 $1,400,764

Total Cost of Revenues $49,810,990 $48,571,061 $48,601,062 $50,773,104

Gross Profit $10,716,887 $13,533,448 $13,727,929 $12,839,875

% of Total Sales 17.71% 21.79% 22.02% 20.18%

SG&A $12,571,612 $14,313,511 $11,682,170 $11,546,524

Clinic Level EBITDA $10,531,851 $10,930,394 $11,367,414 $9,655,812

% of Total Sales 17.40% 17.60% 18.23% 15.18%

Outpatient Services $5,036,963 $5,222,542 $5,892,384 $4,938,340

% of Clinic Level EBITDA 47.83% 47.78% 51.84% 51.14%

Hospital Services $2,547,655 $2,532,572 $2, 365,045 $2,232,822


Long-Term Care $2,770,930 $2,221,056 $2,220,536 $1,377,641


Industrial Services $176,198 $954,114 $889,449 $1,107,009


Medic Holdings Acquisition

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✓ March 2017 - acquisition of Medic Holdings by way of share

exchange

✓ Medic 2016 revenues ~ CDN$16.2 million

✓ 2016 EBITDA ~ CDN$3.6 million

✓ Medic becomes wholly-owned subsidiary of Agility

✓ Restructuring of balance sheet underway - improve cash

flow, EPS

✓ Significant expansion of orthotics business unit

✓ Added depth to management team and Board - healthcare,

operations, M&A, capital markets (combined +60 years)

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• Canadian business unit focusing on outpatient orthotics/foot care

• Orthotic and prosthetic manufacturing capabilities

• 12 foot care clinics in Ontario and Quebec

• Employs approximately 120+ people; headquartered in Oakville, Ontario

• Orthotic manufacturing in Hamilton, Ontario (Ontario Orthotic Lab)

• Production of more than 60,000 pairs of orthotics per year

• Prosthetics manufacturing in Montreal

• >60 employees in manufacturing

Manufacturing

• 12 foot care clinics in Southern Ontario and Montreal region

• One of the largest operators of foot care clinics in Canada Clinics

Medic Holdings Orthotics - Overview

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Ontario Orthotic Lab

• Manufactures arch supports (orthotics)

• 40 plant employees

Product Offerings:

✓ Custom-manufactured, prescription orthotic

devices for dress, athletic, casual or

diabetic footwear (compatible with Adidas,

Nike, Rockport, Drew, Asics and NAOT)

✓ Wide variety of compression hosiery styles

and brands

✓ Functional electrical stimulation (FES),

prosthetics, T.E.N.S pain management,

home health care and mobility aids

Medic Holdings Business Segments

Slawner Orthotics

• Leader in field of orthotics and prosthetics

• Over 60 years of service history

• Multiple locations around Montreal; serves

multiple hospitals

Product Offerings:

✓ Comfort shoes

✓ Foot orthotics

✓ Functional electrical stimulation (FES),

compression therapy, T.E.N.S. pain

management, home care and mobility aids

Highlights Post-Medic Acquisition

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Broad Diversified Footprint

✓ Expands clinic network into Canada/orthotics

✓ Diversified revenue by state/province, payers and

business lines

✓ Reduced reimbursement risk/contract reliance

Strengthened/Expanded Management and Governance

✓ Business development, M&A/financial, capital markets

✓ Scalable leadership/back office teams

✓ Added skills to Board

Capital Market Profile

✓ Increased revenue/EBITDA scale

✓ Positive cash flow impacts from improved balance

sheet

✓ A review to uplist to TSX: and possible attain US listing

Scalable Growth Platform

✓ Fully-invested back office infrastructure enables M&A

efficiency

✓ Visible, near-term acquisition pipeline

✓ Pipeline impact +50% increase in EBITDA

CDN$101.6M

2016 Revenue

CDN$9.8M

2016 ADJ. EBITDA

6.6X

EV/2016 EBITDA

160

Clinic Sites US/Canada

Comparable Public Companies *(Canadian and US w/ Rehabilitation)

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* Prices effective May 29, 2017

** $US/$CDN Exchange Rate: 1.3425

Company Name(Exchange: Ticker)

Price *Market

Value (MM)

Revenue(MM -TTM)

EBITDA(MM –TTM)

EnterpriseValue/

Revenue

EnterpriseValue/EBITDA

US Physical Therapy, Inc.(NYSE: USPH)

$62.40 $781 $352 $60 2.4x 14.2x

Select Medical Holdings Corp.(NYSE: SEM)

$13.75 $1,830 $4,309 $466 1.1x 10.0x

Kindred Healthcare, Inc.(NASDAQ: GTIV)

$9.60 $822 $7,150 $61 0.6x 69.1x

Ensign Group, Inc.(NASDAQ: ENSG)

$18.34 $930 $1,213 $125 0.7x 9.3x

Centric Health Corp. **(TSX: CHH)

CDN$0.73

CDN$145

CDN$167.4

CDN$15.6

1.4x 14.8x

AverageMedian

-$902$822

$2,640$1,213

$146$61

1.2x0.7x

23.5x14.2x

Agility Health, Inc. **(TSX.V: AHI)

CDN$0.10

CDN$13.6

CDN$101.6

CDN$9.8

0.6x 6.6x

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Growth Strategy

Same Clinic

Improvements

✓ Expand referral volume,

enhance clinician

efficiencies

✓ Promote cross-selling of

products and services

✓ Move back office functions

from clinics to corporate

✓ Perform staffing

optimization

De Novo Clinic

Expansion

✓ Increase de novo clinic

development over next 5

years

✓ Build market density by

clustering new clinics

✓ New clinician partnerships

New Hospital

Contracts

✓ Secure new hospital

contracts in existing/new

markets

✓ Explore additional

contracts within current

hospital network

New LTC

Contracts

✓ Leverage reputation/scope

to add new customers

✓ Explore new markets

requiring LTC services

Expanded Sales

Platform

✓ Develop and contract

bundled services offerings

(US)

✓ Cross-sell new products

and services across clinic

network

✓ Partner - Agile RPM

Software Services

Expand Work-Fit®Program

✓ Expand marketing program

to self-insured employers

✓ Outreach program to Third

Party Administrators

✓ Acquisition of existing

industrial clinics

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✓ Highly fragmented rehabilitation services with thousands of potential

targets (N. America)

✓ Largest 50 competitors comprise less than 25% of the market

✓ Outpatient rehab is significantly less costly than

surgery/hospitalization – with similar clinical effectiveness

✓ Pursue acquisitions of small rehabilitation clinic chains on margin-

accretive basis

✓ Pursue acquisitions of pain management and foot care clinics

✓ Near-term acquisition pipeline +50% increase in EBITDA

✓ Track record of effectively acquiring and integrating clinic assets

• Agility has previously completed 8 acquisitions with combined

purchase price of US$23 million

• Allowed Agility to enter new service markets and significantly

expand its geographic footprint

Growth through Acquisition

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Management Team

Pierre G. GagnonChairman, Interim CEO

Telfer Hanson

President, Medic Holdings

Patrick ReidCFO

Brian PotterVP, Outpatient Clinic Ops

• >30 years as a turnaround specialist

• Extensive Board experience – private and public companies

• >20 years finance and CFO experience including debt and cash flow management,

oversight of revenue cycle process, bundled payments with Medicare, M&A

• 25 years of investment banking experience

• Specific industry focus on medical technology

• Worked with Agility since 1996

• Licensed Physical Therapist; 24 years of clinical and management experience

Wayne CockburnVP, Bus. Development

• 22 years in healthcare; capital market experience >30 years

• Background in corp. finance, M&A, investor relations and operations

Michael DarayGeneral Counsel, Corp. Sec.

• Previous partner with Law Weathers

• BA from University of Michigan and JD with from University of Minnesota

Ken Scholten

President

• >39 years of healthcare experience

• Licensed physical therapist

THANK YOU

For more information, please contact:

Wayne Cockburn

VP, Corporate Development

[email protected]

(905) 505-0770

mailto:[email protected]

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