/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR DISSEMINATION IN THE UNITED
STATES/
TORONTO, Jan. 11,
2023 /CNW/ - CareRx Corporation (TSX: CRRX)
("CareRx" or the "Company") is pleased to announce
that it has entered into an agreement with a syndicate of
investment dealers led by Cormark Securities Inc. (collectively,
the "Underwriters") pursuant to which the Underwriters have
agreed to purchase 2,963,000 Common Shares (the "Common
Shares") from the treasury of the Company, at a price of
$2.70 per Common Share (the
"Offering Price") for total gross proceeds of approximately
$8 million (the
"Offering").
In addition, the Company has granted the Underwriters an
option (the "Over-Allotment Option") to purchase up to an
additional 444,450 Common Shares from the treasury of the Company
at the Offering Price for additional gross proceeds of up to
approximately $1.2 million for market
stabilization purposes and to cover over-allotments, if any. The
Over-Allotment Option is exercisable, in whole or in part, by the
Underwriters at any time up to 30 days following the closing of the
Offering.
Concurrent with the Offering, CareRx has entered into a binding
agreement to sell 2,963,000 Common Shares to an institutional
investor under the same terms and conditions of the Offering, on a
private placement basis (the "Private Placement"). The
Private Placement is expected to close in two tranches, with the
first tranche closing on the closing date of the Offering and the
second tranche expected to close on or before February 28, 2023.
The Company intends to use the net proceeds of the Offering and
the Private Placement for debt reduction, working capital and
general corporate purposes. If the Over-Allotment Option is
exercised in full, the total gross proceeds of the Offering and the
Private Placement will be approximately $17,200,215.
Closing of the Offering and the first tranche of the Private
Placement is expected to occur on or about January 18, 2023 and is subject to customary
conditions, including the receipt of all necessary regulatory
approvals including that of the Toronto Stock Exchange (the
"TSX").
The Offering will be made by way of (i) a prospectus supplement
(the "Prospectus Supplement") to the Company's existing
short form base shelf prospectus (the "Base Shelf
Prospectus") dated October 31,
2022; (ii) in the United
States only to qualified institutional investors pursuant to
the exemption from registration provided for under Rule 144A of the
United States Securities Act of 1933, as amended; and (iii) in
jurisdictions outside of Canada
and the United States as are
agreed to by the Company and the Underwriters on a private
placement or equivalent basis. The Prospectus Supplement (together
with the Base Shelf Prospectus, being the "Offering
Documents") will be filed with the securities commissions
in all of the provinces and territories of Canada. The
Offering Documents will contain important detailed information
about the securities being offered. Copies of the Underwriting
Agreement and the Offering Documents will be available by visiting
the Company's profile on the SEDAR website maintained by the
Canadian Securities Administrators at www.sedar.com.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. This news release
does not constitute an offer of securities for sale in the United States. The securities being
offered have not been, nor will they be, registered under the
United States Securities Act of 1933, as amended, and such
securities may not be offered or sold within the United States absent registration under
U.S. federal and state securities laws or compliance with an
applicable exemption from such U.S. registration requirements.
About CareRx Corporation
CareRx is Canada's leading
provider of pharmacy services to seniors living communities. We
serve over 95,000 residents in over 1,600 seniors and other
congregate care communities (long-term care homes, retirement
homes, assisted living facilities, and group homes). We are a
national organization with a large network of pharmacy fulfillment
centres strategically located across the country. This allows us to
deliver medications in a timely and cost-effective manner and
quickly respond to routine changes in medication management. We use
best-in-class technology that automates the preparation and
verification of multi-dose compliance packaging of medication,
providing the highest levels of safety and adherence for
individuals with complex medication regimes. We take an active role
in working with our home operator partners to promote resident
health, staff education, and medication system quality and
efficiency.
Forward Looking Statements
This press release contains statements that may constitute
"forward-looking statements" within the meaning of applicable
Canadian securities legislation. These forward-looking statements
include, among others, statements regarding the Company's business
strategy, plans and other expectations, beliefs, goals, objectives,
information and statements about possible future events, including
the intended use of proceeds and expected closing date of the
Offering and Private Placement. Forward-looking statements
generally can be identified by the use of forward-looking
terminology such as "may", "will", "expect", "intend", "estimate",
"anticipate" or similar expressions suggesting future outcomes or
events. Such forward-looking statements reflect management's
current beliefs and are based on information currently available to
management.
Forward-looking statements involve risks and uncertainties that
could cause actual results to differ materially from those
contemplated by such statements. Factors that could cause such
differences include the Company's exposure to and reliance on
government regulation and funding, the Company's liquidity and
capital requirements, exposure to epidemic or pandemic outbreak,
the highly competitive nature of the Company's industry, reliance
on contracts with key customers and other risk factors described
from time to time in the reports and disclosure documents filed by
the Company with Canadian securities regulatory agencies and
commissions. These and other factors should be considered carefully
and readers should not place undue reliance on the Company's
forward-looking statements. As a result of the foregoing and other
factors, no assurance can be given as to any such future results,
levels of activity or achievements and neither the Company nor any
other person assumes responsibility for the accuracy and
completeness of these forward-looking statements. The factors
underlying current expectations are dynamic and subject to
change.
THE TORONTO STOCK EXCHANGE HAS NOT REVIEWED AND DOES NOT
ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR THE ACCURACY OF THIS
RELEASE.
Additional Information
Additional information relating to the Company and other public
filings, is available on SEDAR at www.sedar.com.
SOURCE CareRx Corporation