Global Healthcare Market and Growth Strategy
Transaction Overview (C$, unless noted)
Purchase
Price
Consideration of $44.5M (excluding potential earnout and Equity Incentive Plan participation)
Earnout equal to 10% of EBIT of BioPharma until Dec. 31, 2025. Payable in cash or shares at
Think's discretion
Forms of
Consideration
On closing, $20M payable in cash and $18M in common shares
Deferred payment of $3.25M payable in common shares at 6 months from closing
Deferred payment of $3.25M payable in common shares 12 months from closing
$3M in participation in the Equity Incentive Plan for certain employees
Transaction
Financing
Conditions
and Timing
A portion of the cash consideration for the Transaction is being financed through a
non-brokered private placement to raise minimum gross proceeds of $12M and up to $15M,
including a $5M anchor investment by NorthWest Value Partners Inc. ("North West"), the
private investment firm founded by Paul Dalla Lana
Closing acquisition and financing concurrently in Q3
BioPharma
SERVICES INC.
thinkresearch
TSXV: THNK
13
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