CareRx Corporation (TSX:CRRX) entered into a definitive agreement to acquire Long-Term Care Pharmacy Division of Medical Pharmacies Group Limited for CAD 75.4 million on April 16, 2021. The consideration for the acquisition is comprised of CAD 70 million of cash and the issuance of 1 million common shares of CareRx, payable at closing of the acquisition. The CAD 75 million acquisition price to be financed through offering of subscription receipts and refinancing of existing credit facilities. As of May 19, 2021, The gross proceeds of the Equity Financings will be used to partially fund the $70 million cash portion of the purchase price for the Company's proposed acquisition of the long-term care pharmacy division of Medical Pharmacies Group Limited. CareRx has entered into an agreement with Eight Capital and Cormark Securities Inc., on behalf of a syndicate of underwriters pursuant to which the Underwriters have agreed to purchase, on a “bought deal” basis, 8,911,000 subscription receipts of CareRx Corporation at a price of CAD 5.05 per Subscription Receipt for aggregate gross proceeds of approximately CAD 45 million. CareRx has also entered into a binding term sheet with Yorkville Asset Management Inc. pursuant to which Yorkville will purchase 1,980,200 Subscription Receipts at the Issue Price, on a non-brokered basis, for aggregate gross proceeds of approximately CAD 10 million. CareRx Corporation has entered into binding commitment letters with Crown Capital Partners Inc. and Yorkville, pursuant to which Crown Capital and Yorkville will amend their existing credit facilities with CareRx Corporation and advance CAD 39 million of total incremental indebtedness to CareRx, to fund a portion of the cash closing price for the acquisition. The aggregate gross proceeds from the Equity Financings are expected to be approximately CAD 55 million, which will be used by CareRx to fund a portion of the cash purchase price payable in connection with the acquisition. CareRx has signed a binding commitment letter with Crown Capital, on behalf of a syndicate of lenders, pursuant to which Crown Capital will advance new credit facilities to CareRx of CAD 60 million. CAD 32 million of the Senior Facility will be used to pay a portion of the cash closing price for the acquisition and related transaction costs, with the remaining CAD 28 million being used to repay the existing term loan with Crown Capital in full. The acquisition is expected to close in late June or early July of 2021, subject to the satisfaction of customary closing conditions, including the receipt of applicable regulatory approvals, including the approval of the applicable college of pharmacies and the Competition Bureau. As of June 4, 2021, CareRx shareholders approved the acquisition. As of May 19, 2021, acquisition is expected to be completed during the third quarter of 2021. As of August 5, 2021 CareRx currently expects to close the Acquisition by mid-September. The issuance of the no action letter, which provides that the Competition Bureau does not intend to challenge the Acquisition under the Competition Act, satisfies one of the closing conditions of the Acquisition. The acquisition is expected to be immediately accretive to CareRx’s earnings, contributing run-rate revenue of approximately CAD 150 million to CareRx on an annualized basis, with the integration of the two businesses expected to result in significant synergies, based on CareRx’s history of successful integrations. In connection with the acquisition, Origin Merchant Partners and BDO Canada LLP acted as the financial advisors to CareRx and Stikeman Elliott LLP acted as legal advisor. Richter LLP acted as the financial advisor to Medical Pharmacies Group Limited and Torys LLP acted as legal advisor. Bennett Jones LLP is acting as legal counsel to the Underwriters. Eight Capital and Cormark Securities Inc. acted as strategic advisors to CareRx. CareRx Corporation (TSX:CRRX) completed the acquisition of Long-Term Care Pharmacy Division of Medical Pharmacies Group Limited for CAD 72.9 million on August 23, 2021. The purchase price for the Acquisition was satisfied through the issuance of CAD 70 million of cash and the issuance of 0.55 million common shares of CareRx. CareRx has signed an amended and restated credit agreement with Crown Private Credit Partners, under which new senior credit facilities of CAD 60 million were advanced to the CareRx. CAD 37 million of the Senior Facility was used to pay a portion of the cash closing price for the Acquisition and related transaction costs, with the remaining CAD 23 million being used to repay the existing term loan. Upon closing of the Acquisition, the CAD 63.3 million of proceeds raised from the brokered and non-brokered subscription receipt offerings that closed on May 19, 2021. The proceeds raised from the equity offerings were used to pay a portion of the cash closing price for the acquisition and related transaction costs, as well as for general working capital purposes.