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TORONTO, May 3, 2021 /CNW/ – Neighbourly Pharmacy Inc. (“Neighbourly” or the “Company“), Canada’s largest and fastest growing network of community pharmacies, is pleased to announce that the Company has filed with the securities regulatory authorities in each of the provinces and territories of Canada, and has received receipt for, a preliminary long form prospectus dated May 3, 2021 (the “Preliminary Prospectus“) for a proposed initial public offering of the Company’s common shares (the “Offering“).
Gross proceeds of the Offering are expected to be $150 million. The number of the Company’s common shares to be sold under the Offering and the price per common share have not yet been determined. An over-allotment option has been granted and, if exercised, will result in a secondary offering by certain shareholders of the Company (the “Selling Shareholders“). If the over-allotment option is exercised in full, the Selling Shareholders will receive aggregate gross proceeds of approximately $22.5 million.
In addition to the Offering, pursuant to a subscription agreement entered into between the Company and Rx Sidecar II, L.P. (the “Investor“), the Investor has agreed to purchase, on a prospectus-exempt basis in Canada, common shares of the Company at the Offering Price for additional aggregate gross proceeds to the Company of $18 million (the “Concurrent Private Placement“). Closing of the Concurrent Private Placement is scheduled to occur concurrently with the closing of the Offering and is conditional upon closing of the Offering.
The Offering is expected to close during the week of May 24, 2021, subject to customary closing conditions, including the Company’s common shares being conditionally approved for listing on the Toronto Stock Exchange. Neighbourly will use the net proceeds from the Offering and the Concurrent Private Placement to repay indebtedness, strengthen its financial position, and pursue its growth strategies, including continuing to make accretive acquisitions, as well as for other general corporate purposes, all as described in the Preliminary Prospectus.
The Offering is led by Scotiabank, RBC Capital Markets, and BMO Capital Markets, together with a syndicate comprised of National Bank Financial Inc., TD Securities Inc., Desjardins Capital Markets, iA Private Wealth Inc., and HSBC.