Andlauer Healthcare Group Announces Closing of Acquisitions of 100% of Skelton Canada and 49% of Skelton USA

TORONTO, March 1, 2021 /CNW/ - Andlauer Healthcare Group Inc. (TSX: AND) ("AHG") today announced that it has closed its previously announced acquisitions of 100% of Skelton Canada Inc.  ("Skelton Canada") and 49% of Skelton USA Inc. ("Skelton USA", and together with Skelton Canada, the "Skelton Companies") for total aggregate consideration of approximately C$114.7 million, subject to customary working capital adjustments (together, the "Acquisitions"). AHG expects the Acquisitions to be immediately accretive to cash flow and earnings per share.

The Skelton Companies are specialized in the transportation of refrigerated healthcare products. The Skelton Companies will join AHG's comprehensive platform of dedicated healthcare supply chain solutions and continue to operate independently led by President, North America, Ron Skelton and Vice President, Mike Skelton.

AHG financed the Acquisitions through a combination of cash on hand and by drawing C$75 million on its credit facilities and issuing 757,576 AHG subordinate voting shares to the shareholders of the Skelton Companies. In connection with closing of the Acquisitions, AHG  increased the size of its credit facilities. The amended facilities now consist of a revolving facility in the aggregate principal amount of up to C$100 million and a term facility in the aggregate principal amount of up to C$50 million.

"I would like to extend a warm welcome to the dedicated employees and loyal customers of the Skelton Companies," said Michael Andlauer, Chief Executive Officer of AHG. "The Skelton Companies are industry leaders in the specialty transportation space, and an excellent addition to the Andlauer Healthcare Group platform. The Acquisitions represent a key strategic opportunity for AHG to expand its capacity to provide specialized transportation services in Canada, and to enter the U.S. market in partnership with an established operator."

Ron Skelton, North American President, Skelton Companies, commented, "We are proud of the Skelton legacy, and confident that this transaction will open up new and exciting opportunities for the Skelton Companies to broaden their existing network and provide an enhanced suite of services to their longstanding customers."

Advisors

Goodmans LLP acted as legal counsel to AHG and Owens Wright LLP acted as legal counsel to the Skelton Companies.

About the Skelton Companies

Skelton Truck Lines Ltd., a subsidiary of Skelton Canada, was founded in 1962 by Larry Skelton. The Skelton Companies have grown to a fleet size of 100 trucks and 120 trailers with a state-of-the-art terminal and maintenance facility in Canada. With Skelton's highly specialized validated and qualified equipment, it has developed a niche in the transportation of deep-frozen plasma products and vaccines, as well as temperature sensitive 2° to 8° Celsius medicines. For more information on the Skelton Companies, please visit: www.skeltontruck.com.

About AHG

AHG is a leading and growing supply chain management company offering a robust platform of customized third-party logistics ("3PL") and specialized transportation solutions for the healthcare sector. AHG's 3PL services include customized logistics, distribution and packaging solutions for healthcare manufacturers across Canada. AHG's specialized transportation services, including air freight forwarding, ground transportation, dedicated delivery and last mile services, provide a one-stop shop for clients' healthcare transportation needs. Through its complementary service offerings, available across a coast-to-coast distribution network, AHG strives to accommodate the full range of its clients' specialized supply chain needs on an integrated and efficient basis. For more information on AHG, please visit: www.andlauerhealthcare.com.  

Forward-looking Information

This news release may contain forward-looking statements (within the meaning of applicable securities laws) including, without limitation, the anticipated benefits of the Acquisitions, including the extent to which they are expected to be immediately accretive to cash flow and earnings per share. The forward-looking statements in this news release are based on certain assumptions including, without limitation, general business, economic, competitive and legal matters, political and social uncertainties (including the impacts of the COVID-19 pandemic) and the Skelton Companies continuing to perform as they have recently. They are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, the risk that the acquired businesses will not perform as expected and AHG will not be able to successfully integrate the Acquisitions. There can be no assurance that forward-looking statements will prove to be accurate as actual outcomes and results may differ materially from those expressed in these forward-looking statements. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, these forward-looking statements are made as of the date of this news release and, except as expressly required by applicable law, AHG  assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

SOURCE Andlauer Healthcare Group Inc.

Peter Bromley, Chief Financial Officer, Tel: [phone]; Bruce Wigle, Investor Relations, Tel: [phone]