## 5. Investments (continued): 

(h) Investment in Agility Health, LLC (“Agility Health”): 

The Corporation, through its wholly-owned subsidiary Alaris USA Inc., holds 1,810 Class B units and 200 Class C units (“Agility Units”) in Agility Health, LLC, an American corporation. 1,250 Class B units were acquired on December 12, 2012 for a cost of $12.5 million (Canadian funds), 560 Class B units were acquired on October 24, 2013 for a cost of $5.8 million (Canadian funds) and 200 Class C units were acquired on November 13, 2013 for a cost of $2.1 million (Canadian funds) for an aggregate acquisition cost of $20.4 million (Canadian funds). 

Pursuant to the Agility Health LLC agreement (the "Agility LLC Agreement") dated December 19, 2012, the Agility Units entitle the Corporation to the contractual right to receive an annual preferred distribution (the “Preferred Distribution") in priority to distributions on Agility’s other units in an amount equal to the Preferred Distribution for the prior fiscal year multiplied by the percentage increase or decrease in Agility’s same clinic sales for the previous fiscal year, subject to a maximum increase or decrease of 6%. Distributions on the Agility Units are receivable monthly and are denominated in US dollars. 

Agility has the option at any time after December 19, 2015 to repurchase all (but not less than all) of the Agility Units at a pre- negotiated premium to the original purchase price. 

(i) Investment in SHS Services Management, LP (“SHS”): 

The Corporation holds 1,500,000 preferred partnership units in SHS acquired on March 6, 2013 for $15 million. Due to significant costs and challenges in transitioning the business from Sears Canada Inc. to SHS, SHS entered a receivership process in December 2013. The Corporation does not expect to recover a material amount out of the receivership process and as a result has reduced the fair value of its preferred units in SHS to nil at December 31, 2013. 

(j) Investment SCR Mining and Tunneling, LP (“SCR”): 

The Corporation holds 4,000,001 preferred partnership units (“SCR Units”) in SCR acquired on May 23, 2013 for $40 million. 

Pursuant to the partnership agreement dated May 23, 2013, the SCR Units entitle the Corporation to the contractual right to receive an annual preferred distribution in priority to distributions on SCR’s other partnership units in an amount equal to the preferred distribution for the prior fiscal year multiplied by the percentage increase or decrease in SCR’s gross revenues for the previous fiscal year. Distributions on the SCR units are receivable monthly. 

SCR has the option at any time after May 23, 2016 to repurchase the units at a pre-negotiated premium to the original purchase price. 

(k) Investment in Sequel Youth and Family Services, LLC (“Sequel”): 

On July 1, 2013, the Corporation acquired 810,000 Class C limited liability company units (“Sequel Units”) in Sequel Youth Family Services for $66 million US. 

Pursuant to the operating agreement dated July 1, 2013, the Sequel Units entitle the Corporation to the contractual right to receive an annual preferred distribution in priority to distributions on Sequel’s common units in an amount equal to the preferred distribution for the prior fiscal year multiplied by the percentage increase or decrease in Sequel’s same program revenues for the previous fiscal year. Distributions on the Sequel units are receivable monthly and are scheduled to be $9.9 million in USD for the first twelve months. 

Sequel has the option at any time after July 1, 2016 to repurchase the units at a pre-negotiated premium to the original purchase price. 

(l) Investment SM Group International, LP (“SMi”): 

The Corporation holds 3,000,001 preferred partnership units (“SMi Units”) in SMi acquired on November 8, 2013 for $30 million. 

Pursuant to the partnership agreement dated November 8, 2013, the SMi Units entitle the Corporation to the contractual right to receive an annual preferred distribution in priority to distributions on SMi’s other partnership units in an amount equal to the preferred distribution for the prior fiscal year multiplied by the percentage increase or decrease in SMi’s gross revenues for the previous fiscal year. Distributions on the SMi units are receivable monthly. 

