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Neighbourly Announces Agreement to Acquire 20 Pharmacies

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Acquisition of 20-Location Alberta Pharmacy Network Represents Continued Execution of Neighbourly's Growth Strategy, Bringing the Total Locations Acquired During the First Six Months of Fiscal 2022 to 35

TORONTO, Oct. 7, 2021 /CNW/ - Neighbourly Pharmacy Inc. ("Neighbourly" or the "Company") (TSX: NBLY), Canada's largest and fastest growing network of independent pharmacies, is pleased to announce that the Company has entered into a binding agreement to acquire 20 pharmacies located throughout Alberta (the "Acquisition"). The Acquisition has a purchase price of $41.0 million, which will be funded from cash on hand, is consistent with the Company's historical acquisition multiples and will be immediately accretive.

Neighbourly Pharmacy Inc. Logo (CNW Group/Neighbourly Pharmacy Inc.)
Neighbourly Pharmacy Inc. Logo (CNW Group/Neighbourly Pharmacy Inc.)

Both the Acquisition and an additional acquisition of a single independent pharmacy are expected to close within Neighbourly's third fiscal quarter, pending customary regulatory approvals. The Company estimates these 21 locations generated approximately $7 million of Adjusted EBITDA1 for the acquired locations' most recently completed fiscal years. Upon completion of these acquisitions, the Company's network will comprise a total of 167 locations across Canada.

"These 20 locations are remarkably well-run pharmacies that act as pillars of healthcare within their communities," stated Chris Gardner, Neighbourly's Chief Executive Officer. "Their focus on patient care makes them an ideal partner as Neighbourly continues to execute upon its acquisition strategy, successfully integrating pharmacies and driving incremental value throughout our expanding network."

"Given our shared values, this acquisition also underscores Neighbourly's position as the acquirer of choice for Canadian pharmacy owners," continued Mr. Gardner. "This position has been built upon both our patient-first focus and our scalable, seamless integration process, which is designed to protect the legacy an owner has established among their staff, their patients, and community. We look forward to applying this process with our new locations, and welcoming their talented teams to the Neighbourly family."

The 20-location network employs more than 200 team members, and comprises 18 community pharmacies, one compounding pharmacy, and one central fill pharmacy across Alberta. Upon completion of the Acquisition, Neighbourly will become one of Alberta's largest community pharmacy operators, with 52 pharmacies located throughout the province.

Given Neighbourly's accelerated pace of acquisition, as well as the increased costs associated with becoming a public company, the Company anticipates that its corporate, general, and administrative costs will increase to approximately $3.6 million for the second quarter 2022, while still demonstrating improved operating leverage as it continues to expand its pharmacy network.


1 Adjusted EBITDA is a non-IFRS financial measure and does not have any standard meaning under IFRS. Refer to "Non-IFRS Measures" of this news release for additional information.

About Neighbourly Pharmacy Inc.

Neighbourly is Canada's largest and fastest growing network of community pharmacies. United by their patient first focus and their role as essential and trusted healthcare hubs within their communities, Neighbourly's pharmacies strive to provide accessible healthcare with a personal touch. Since 2015, Neighbourly has expanded its diversified national footprint to include 167 locations, reinforcing the Company's reputation as the industry's acquirer of choice.

Non-IFRS Measures

This press release makes reference to certain non-IFRS measures, such as Adjusted EBITDA. Please refer to the Company's Management's Discussion and Analysis dated August 3, 2021 for the 12-week period ended June 19, 2021, and to the Company's Management's Discussion and Analysis dated June 24, 2021 for the 12-week and 52-week periods ended March 27, 2021, each of which is available under the Company's profile on SEDAR at, for an explanation of the composition of those non-IFRS measures, an explanation of how these non-IFRS measures provide useful information to investors and the additional purposes for which management uses these non-IFRS financial measures, as well as a reconciliation to the most directly comparable IFRS measures, under "Non-IFRS Measures" and "Reconciliation of Non-IFRS Measures", which sections are incorporated by reference in this press release. These measures are not recognized under International Financial Reporting Standards ("IFRS") and do not have a standardized meaning prescribed by IFRS and are therefore unlikely to be comparable to similar measures presented by other companies.

Forward-Looking Statements

This press release contains "forward-looking information" and "forward-looking statements" (collectively, "forward-looking information") within the meaning of applicable securities laws. Forward-looking information may relate to our future financial results and may include information regarding our financial position, business strategy, growth strategies, financial results, taxes, dividend policy, plans and objectives. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as "expects", "estimates", "outlook", "forecasts", "projection", "prospects", "intends", "anticipates", "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will", "will be taken", "occur" or "be achieved". In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances.

Forward-looking information in this news release includes, among other things, statements relating to the expected completion of the Acquisition and timing thereof, the expected impact of the Acquisition on the Company's financial results and expected accretion, and the Company's acquisition strategy and ability to successfully integrate pharmacies and drive incremental value through its expanding network and the Company's anticipation of improving operating leverage as it continues to expand its network.

Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that the Company considered appropriate and reasonable as of the date such statements are made in light of its experience and perception of historical trends, current conditions and expected future developments. Such estimates and assumptions include the satisfaction of all conditions of closing and the successful completion of the Acquisition within the anticipated timeframe, including receipt of regulatory approvals. Further, forward-looking information is subject to known and unknown risks, uncertainties, assumptions and other factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to risks and uncertainties related to the Acquisition, including the failure to receive or delay in receiving regulatory approvals or otherwise satisfy the conditions to the completion of the Acquisition, in a timely manner, or at all, and the reliance on information provided by the relevant sellers, as well as other factors discussed or referred to in the Company's Management's Discussion and Analysis for the twelve-weeks ended June 19, 2021 and under the heading "Risk Factors" in the final long form prospectus dated May 17, 2021 filed in connection with the initial public offering of Neighbourly, both of which are available on SEDAR at under the Company's profile. If any of these risks or uncertainties materialize, or if the opinions, estimates, or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. The pro forma information set forth in this press release should not be considered to be what the actual financial position or other results of operations would have necessarily been had the Acquisition been completed as, at, or for the periods stated.

Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. No forward-looking statement is a guarantee of future results. Accordingly, you should not place undue reliance on forward-looking information, which speaks only as of the date made. The forward-looking information contained in this press release represents the Company's expectations as of the date of this press release (or as the date they are otherwise stated to be made) and are subject to change after such date. However, the Company disclaims any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable securities laws in Canada. All of the forward-looking information contained in this news release is expressly qualified by the foregoing cautionary statements.

SOURCE Neighbourly Pharmacy Inc.


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