Priory Group: Results for the Three Months Ended 31 March 2011

By Priory Group, PRNE
Wednesday, June 8, 2011

LEATHERHEAD, England, June 9, 2011 -

Priory Financial Highlights

- Revenue up 14.0% to GBP76.1m (Q1 2010: GBP66.7m)

- Adjusted EBITDA(i) up 5.0% to GBP21.2m (Q1 2010: GBP20.2m)

- Cash generated from operations - GBP18.2m (Q1 2010: GBP11.9m)

(i)Excludes exceptional non-recurring items and charges for future
minimum rental increases.

Craegmoor Financial Highlights

- Revenue down 6.4% to GBP38.4m (Q1 2010: GBP41.0m) following disposal of
two loss making subsidiaries

- Adjusted EBITDA up 8.7% to GBP7.6m (Q1 2010: GBP7.0m)

- Cash generated from operations - GBP3.7m (Q1 2010: GBP4.9m)

Operational Highlights

- Acquisition of the Priory Group by Advent International on 4 March 2011

- GBP425m of 7% Senior Secured notes due 2018 and GBP175m of 8.875%
Senior notes due 2019 issued on 3 February 2011 providing long term fixed
rate financing for the Group

- Acquisition of the Craegmoor Group on 14 April 2011 increasing
available beds to 7,128

- Further GBP206m of 7% Senior Secured notes due 2018 issued on 14 April
in order to repay Craegmoor bank debt

For a copy of the full financial report for the three months ended 31
March 2011
please visit

Commenting on the results, Priory Group Chief Executive Officer Philip

"We are satisfied with the progress that the Group has
achieved over the past three months and the financial results support a
strong operating performance despite the challenging economic environment and
ongoing structural changes occurring within the wider healthcare market.
Total revenue for the quarter of GBP76.1m was up by 14.0% compared to the
first quarter of 2010 with adjusted EBITDA increasing 5.0% to GBP21.2m.

"On 14 April 2011, we successfully completed the acquisition
of the Craegmoor Group and a comprehensive integration programme is currently
underway. That acquisition extends our range of service provision to include
a learning disabilities division, that by size is the UK's number one in its
market. Furthermore, we consolidated our mental health and specialist
education market positions via the addition of a further 3 Colleges and 18
mental health hospitals. The integration programme is on track and delivering
the anticipated synergies. The acquisition of Craegmoor resulted in a further
reduction in leverage within the business in addition to the reduction in
debt levels when Priory was acquired by Advent. We expect to continue
deleveraging the business moving forward.

"Market conditions continue to be challenging particularly as
many Primary Care Trust (PCT) commissioners of service have been placed 'at
risk of redundancy' as the NHS prepares for the shift of commissioning
services from those PCT's to General Practitioner led commissioning
consortia. Whilst referrals to our services remain strong, management
nevertheless anticipate a possible slowdown in admission rates as
commissioning practices change and established commissioning personnel are
migrated into the new consortia structures."

About Priory

Priory is Europe's leading independent provider of care for mental health
conditions, psychological and psychiatric services including condition
management programmes, secure, forensic and stepdown services, specialist
education, complex care, neuro-rehabilitation services, fostering and care

Priory employs over 5,000 people with a vast range of expertise and
experience in over 60 hospitals, schools and care homes throughout the United
, Northern Ireland and Scotland. Priory has approximately 2,300
patients, pupils and residents.

About Craegmoor

Craegmoor is the country's leading independent provider of support for
people with learning disabilities, autism, complex needs, and mental health
problems as well as older people. Craegmoor employs over 5,000 people
throughout the country. Craegmoor has approximately 3,200 patients, pupils
and residents.

Important Regulatory Notice

This announcement is not for distribution, directly or indirectly, in or
into the United States (including its territories and dependencies, any State
of the United States and the District of Columbia), Australia, Canada or
Japan. This announcement does not constitute or form a part of any offer or
solicitation to purchase or subscribe for securities in the United States.
The Additional Senior Secured Notes mentioned herein have not been, and will
not be, registered under the United States Securities Act of 1933 (the
"Securities Act"). The Additional Senior Secured Notes may not be offered or
sold in the United States absent registration or an applicable exemption from
the registration requirements of the Securities Act. There will be no public
offer of the Additional Senior Secured Notes or the Guarantees in the United

This announcement is being distributed only to, and is directed at (a)
persons who have professional experience in matters relating to investments
who fall within Article 19(1) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the "Order") or (b) high net worth
entities, and other persons to whom it may otherwise lawfully be
communicated, falling within Article 49(1) of the Order (all such persons
together being referred to as "relevant persons"). The investments to which
this announcement relates are available only to, and any invitation, offer or
agreement to subscribe, purchase or otherwise acquire such investments will
be available only to or will be engaged in only with, relevant persons. Any
person who is not a relevant person should not act or rely on this document
or any of its contents. Persons distributing this announcement must satisfy
themselves that it is lawful to do so.

Neither the content of Priory's website nor any website accessible by
hyperlinks on Priory's website) is incorporated in, or forms part of, this
announcement. The distribution of this announcement into jurisdictions other
than the United Kingdom may be restricted by law. Persons into whose
possession this announcement comes should inform themselves about and observe
any such restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.

    MHP Communications
    Andrew Jaques
    James White


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