PERSISTENCE CAPITAL PARTNERS COMPLETES THE ACQUISITION OF ALL OF THE ISSUED AND OUTSTANDING COMMON SHARES OF NEIGHBOURLY PHARMACY INC.

TORONTO, March 20, 2024 /CNW/ - T.I.D. Acquisition Corp. (the "Purchaser"), a newly-entity controlled by an affiliate of Persistence Capital Partners (collectively with its affiliated funds, "PCP"), announced today that it completed the transaction (the "Arrangement") contemplated by the previously announced arrangement agreement (the "Arrangement Agreement") dated January 15, 2024 entered into by and among the Purchaser and Neighbourly Pharmacy Inc. (the "Issuer"). Pursuant to the Arrangement, the Purchaser acquired all of the common shares in the capital of the Issuer (the "Common Shares"), other than those Common Shares already owned by PCP or its affiliates, for $18.50 per Common Share in cash plus one contingent value right ("CVR") per Common Share, which will entitle the holder thereof to an additional payment of $0.61 per CVR if the Issuer's Pro Forma Adjusted EBITDA target of $128.0 million (the "EBITDA Target") for the Issuer's fiscal year ending on March 30, 2026 ("Fiscal 2026") is achieved. If the Issuer's Pro Forma Adjusted EBITDA for Fiscal 2026 is below the EBITDA Target, then no additional consideration will be payable to the holders of CVRs.

The transaction was completed pursuant to a court-approved plan of arrangement under section 192 of the Canada Business Corporations Act (the "CBCA"). As a result of the Arrangement, the Common Shares will no longer be listed on the TSX. The Issuer filed an application to cease to be a reporting issuer under appliable Canadian securities laws and to otherwise terminate the Issuer's public reporting requirements.

Following the completion of the Arrangement, the Purchaser and the Issuer will complete a vertical short-form amalgamation (the "Amalgamation") pursuant to the provisions of the CBCA. The amalgamated corporation will continue under the name "Neighbourly Pharmacy Inc.".

Immediately prior to the acquisition, PCP, together with the 37,307 Common Shares held by Stuart M. Elman, managing partner of PCP, beneficially owned or had control or direction over, directly or indirectly with its affiliated funds, 22,713,229 Common Shares, representing approximately 50.06% of the then issued and outstanding Common Shares of the Issuer. Immediately following completion of the Arrangement, the Purchaser acquired all of the issued and outstanding Common Shares in the capital of the Issuer, other than the Common Shares already owned by PCP or its affiliates. Following completion of the Amalgamation, PCP will own or have control or direction over, directly or indirectly with its affiliated funds, approximately 94% of the common shares in the capital of the amalgamated entity.

The Purchaser and PCP have their principal office located in Toronto at 60 Bloor Street West, Suite 404, Toronto, ON M4W 3B8. The Issuer's head office is located in Toronto at 190 Attwell Drive, Unit 400, Toronto, ON M9W 6H8. For further information and/or a copy of the related early warning report to be filed on SEDAR+ under the Issuer's profile at www.sedarplus.ca, please contact the general counsel and secretary of PCP by email at: [email protected]. All dollar amounts expressed in this news release are in Canadian dollars.

SOURCE Persistence Capital Partners LP