Hello, welcome to Neighbourly Pharmacy Inc.'s annual shareholder meeting. Please note that today's meeting is being recorded. There will be a question and answer session later in this meeting. You may submit questions for this session at any time by clicking on the Q&A icon. It's now my pleasure to turn today's meeting over to Stuart M. Elman, the Chairman of Neighbourly's board of directors. Mr. Elman, the floor is yours. Great. Thank you, operator, and good afternoon, everyone. Welcome to Neighbourly Pharmacy's annual shareholder meeting. The operator said my name is Stuart Elman, and I'm Chairman of Neighbourly's board of directors, and I will also be acting as Chairman of today's meeting. I'm joined for today's events by Mr. Chris Gardner, Neighbourly's Chief Executive Officer, and Ms. Terri Smyth, our Chief Financial Officer. Following the official business of this meeting, Chris and Terri will briefly review Neighbourly's strategy and recent financial results, and will then conclude by answering any questions submitted by shareholders. Prior to the formal portion of today's meeting, I'd like to take a moment to express how exceptionally proud I am of all that Neighbourly has accomplished in its first year operating as a public company. Not only did Neighbourly execute on its growth strategy in fiscal 2022, it also nearly doubled in size, delivering an impressive growth trajectory with double-digit increases across its key financial performance metrics, all against the backdrop of the ongoing COVID-19 pandemic. Neighbourly has solidified its position as Canada's largest and fastest-growing network of community pharmacies, its achievements have not gone unnoticed. The company was featured on Canadian Business Magazine's New Innovators List, The Globe and Mail's Fastest Growing Companies list, was recognized as one of Canada's Best Managed Companies for the second year in a row. This would not be possible without the team's dedication, talent, and deep expertise, certainly not without our exceptional pharmacy teams and their ongoing commitment to supporting the healthcare needs of Canadians. Throughout the pandemic, our pharmacies served as essential businesses, providing their patients with the best possible care. This included new services such as COVID-19 testing and vaccination administration. As of today, Neighbourly's pharmacy teams have delivered more than 175,000 COVID-19 vaccinations. I'd like to take a moment to say thank you once again to our teams for providing this critical service for Canadians. This year, again, the meeting is being held virtually out of an abundance of caution with respect to the health and safety of our shareholders, colleagues, and other stakeholders as we've hopefully reached the tail end of the pandemic. As such, I'd like to set out a few rules for the orderly conduct of today's event. Registered shareholders and duly appointed proxy holders who wish to communicate with members of the management team and the board or who wish to present or ask a question in respect of a motion may do so using instant messaging on the virtual interface. Please note that there will be a slight delay in the publication of the communications received. As described in our management proxy circular, duly appointed proxy holders were required to register with our transfer agent and obtain a control number prior to this meeting in order to participate, vote, and ask questions during the meeting. When asking a question, please indicate which entity you represent, if any, and confirm that you are a registered shareholder or duly appointed proxy holder. Questions will generally appear shortly after they are submitted but will only be addressed during the question period at the end of the meeting, providing that questions regarding procedural matters or directly related to motions before the meeting may be addressed during the meeting. Questions or comments containing inappropriate language or that are otherwise disruptive to the orderly conduct of the meeting for all shareholders will not be published nor answered. Questions which were already answered or that are redundant or repetitive will not be published or answered either. For the purpose of the meeting today, voting on all matters will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders will be asked to vote on all business items at the same time. Voting will be open at the beginning of the formal part of the meeting and will remain open throughout the same. This will allow you to choose to vote on each resolution as soon as voting opens or wait until the conclusion of the discussion on each resolution prior to casting your votes. Once again, only registered holders of common shares of record as of June 20th, 2022, or their duly appointed proxy holders are permitted to participate, ask questions, and vote at this meeting. When you are asked to vote, you will receive a message on the virtual platform requesting you to register your votes, and you will only have a certain period of time to do so. On behalf of the board of directors, I wish to express thanks to those shareholders who submitted their proxies in advance of today's meeting. To expedite the formal part of the meeting, I, as chairman, will move all motions, and no motion will need to be seconded. We will now proceed with the formal portion of today's meeting. I call to order the annual meeting of the company's shareholders. With the consent of the meeting, I'll appoint Terri Smyth, CFO and corporate secretary of the company, to act as secretary of the meeting. In addition, I appoint Computershare Investor Services Inc., through its representatives, as scrutineer for this meeting. The scrutineer will report on the number of common shares represented in person and by proxy at this meeting and will report the voting results. The scrutineer has already provided me with a copy of their report on attendance at the meeting, which indicates that at least 25% of the shares entitled to vote at the meeting are present in person or represented by proxy. At least two persons entitled to vote at the meeting are actually present at the meeting or represented by proxy. This meets the quorum requirements in the company's bylaws. As such, we are permitted to proceed with the meeting. Copy of the final report on attendance will be filed with the records of the meeting. I have here the certificate of our transfer agent, Computershare Investor Services Inc., indicating that proper notice of the meeting has been given in accordance with the Canada Business Corporations Act and the bylaws of the company. Accordingly, unless there is an objection, I will dispense with the reading of the notice of the meeting. I direct that the copy of the notice of the with proof of mailing be kept with the secretary with the records of the meeting. May of 2022. Copies of the circular were made available to shareholders on or around June 24th, together with the notice of the meeting and the form of proxy. Copies of the management information circular and other meeting materials are available under the company's profile on the SEDAR website. I will dispense with the reading of the notice of the meeting. For the purposes of the meeting today, voting on all matters will be conducted by a single electronic ballot. Registered shareholders and duly appointed proxy holders will be part of the meeting and will remain open throughout the same. When you are asked to vote, you will receive a message on the virtual platform requesting you to register your votes, and you will only have a certain period of time to do so. After you've registered your votes for all business items of the meeting, after today's meeting, the team will compile the votes in respect of each business item. You should know that proxies lodged before this meeting, along with the members of the management team here with me today, will be able to determine the outcome of all motions that will go to a vote today. I may therefore declare the motions which will go to a vote today as carried, even though all the votes may not have been counted or a final report may not yet be available. I shall do this simply to keep up the pace of the meeting. Under the company's articles, the chair of the meeting can propose motions, and no motion proposed at a meeting of shareholders is required to be seconded. As noted earlier, in order to expedite the meeting sessions or discussions in respect to the motions, I now declare that the meeting was properly called and duly constituted for the transaction of business. I propose to omit the reading of the minutes of the annual general meeting of shareholders held on September 13th, 2021, and that they may be considered adopted. The minutes will be kept in the company's book. We now move to the formal part of today's agenda. Please note that voting is now open and will remain open throughout the formal portion of today's meeting. The first item of business is the presentation of the company's consolidated financial statements for the fiscal year ended March 26th, 2022, as well as the auditor's report thereon. These financial statements and the auditor's report were made available on SEDAR with the reading of the auditor's report. Chris Gardner and Terri will discuss the financial statements later in the meeting, and we will entertain any questions with respect to the financial statements in the general question period. We now move to the next item on today's agenda, which is the election of seven individuals to Neighbourly's board of directors, or until such time as their successors have been duly elected or appointed. As described in the management proxy circular, the board has determined that seven people should be elected as directors and has proposed seven candidates to hold such office for the remaining year. In addition to Mr. Chris Gardner, the CEO, and myself, five independent and highly qualified individuals are being proxy circular made available to the shareholders in connection with the meeting. Each of the persons nominated has expressed a desire to serve as a director of Neighbourly and confirmed that they are prepared to do so. Each of them also qualifies to serve as a director under the provisions of the Canada Business Corporations Act. The company did not receive notice of any director nominations in connection with the meeting in accordance with the company's advance notice bylaw. Accordingly, since there are no other nominations, I move a motion to elect the following directors: Chris Gardner, Josh Blair, Lisa Greatrix, Dean McCann, Robert O'Meara, Valerie Sorbie, and myself, Stuart M. Elman. The motion is now on the floor. The CBCA requires that each director nominee be elected. Proxies have been solicited for each of the seven proposed qualified persons listed in the circular. Allows shareholders to vote for each director individually. As mentioned at the beginning of this meeting, voting today will be conducted by a single electronic ballot. Unless there are any discussions or questions, we will therefore continue with the next item of business, which is the resolution to appoint the auditors of the company. The next item of business is the appointment of Ernst & Young LLP as the auditors of the company to fix the remuneration of the auditors. Ernst & Young LLP has served as auditor of the company since May 24th, 2017, and has informed the company that it is independent with respect to the company within the meaning of the rules of professional conduct of the Chartered Professional Accountants of Ontario. The audit committee of the board has approved this of the company. I move that Ernst & Young LLP be appointed auditors of the company until the next annual meeting of shareholders and the directors be authorized to fix the remuneration. Is there any discussion on this motion? As previously mentioned, voting today is conducted by a single electronic ballot. Voting opened at the beginning of the formal part of the meeting. If you've not yet cast your vote, please register your votes by accessing the voting page when prompted and by pressing on the for or withhold button next to the name of each proposed director next to the resolution with respect to the appointment of Ernst & Young LLP as the company's auditors. Based on the proxies received to date, note that all matters submitted for approval today have been approved. At this point, there is no further business to come before the meeting. I would now ask that the scrutineer compile the report regarding the final voting results on all business matters. I direct that the voting results be included in the minutes of this meeting. Detailed results for each vote will be made publicly available and subsequently filed on the SEDAR within the next 24 hours. If there is no further business to be brought before the meeting, I move and second that the formal part of today's meeting be concluded, and I now declare the formal part of the meeting closed. Chris and Terri will now discuss our recent financial results and Neighbourly's overall strategy for the creation of sustainable long-term stakeholder value. Chris, please go ahead. Thank you, Stuart, and good afternoon, everyone. Before we begin, I'd also like to advise everyone that certain of the comments you will hear today are forward-looking statements that involve assumptions, risks, and uncertainties that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. We refer you to our disclaimer regarding forward-looking statements and to the risk factors contained in our annual information available on SEDAR. Presentation also makes reference to certain non-IFRS measures. A reconciliation of these measures is available within our MD&A for fiscal 2022 and our MD&A for the first fiscal quarter of 2023, which are both available on SEDAR. Terri and I would like to take a moment to review our progress in the fastest-growing operator of independent pharmacies across Canada. Our retail footprint spans across 275 pharmacies across Canada, and with our recent acquisition of Rubicon's 100 pharmacies, we substantially strengthened our network in key provinces in Western Canada. As a refresher, Neighbourly's business model has two primary facets: acquisitions and operations. Our ideal acquisition targets are located in smaller, less competitive markets, have a defined placing patients first. As a result, these pharmacies often act as a center of care within their communities. Once we acquire and integrate a pharmacy, it looks, feels, and operates in much of the same way it has for decades, a way that has been tailored to its patients. Our goal is to complete the integration with minimal disruption so that a pharmacy's patients are not impacted by the change of ownership and often don't notice the change. I'm very proud of our track record for executing acquisitions in a swift and seamless manner. This seamless integration of independent pharmacies, combined with our carefully targeted acquisition approach, has been a cornerstone of Neighbourly's success. We'll discuss-- We'll maintain this strategy as we pursue the next phase of our growth. This growth will be supported by three fundamental drivers: acquisitions, organic improvements, and external tailwinds. In a relatively short period, Neighbourly has grown from a single pharmacy to 275 locations across Canada. We've been able to achieve this growth because of the highly fragmented nature of Canadian pharmacy. There are more than 11,000 pharmacies across Canada, 6,400 of them, over half, are independently owned and operated. Of this number, approximately 3,500 meet our acquisition criteria. We've established a great track record of success and these targets, because we've developed a reputation as being an acquirer of choice. As a result, we're often the first call for long-standing independent owners as they begin considering options around retirement, succession planning, or a sale of their business. I should note that while acquisitions are fundamental to Neighbourly's long-term growth, the timing of these acquisitions are inherently unpredictable in the short term. Over time, we are confident that we will maintain, if not exceed, our established pace of acquisition. My confidence in our ability to execute our strategy is founded on our reputation as Canada's acquirer of choice. That reputation has been built upon our ability to move through the acquisition process at an owner's preferred pace and our track record of delivering a seamless integration process. This process has been designed to protect the legacy an owner has established amongst their staff, their patients, and their community and minimize any disruption where possible. We are currently engaged in active dialogues with many pharmacy owners. We have seen a notable increase in both inbound and outbound activity since our IPO. As a result, I'm happy to state that our acquisition pipeline is as robust as it's ever been. We plan on executing another 10+ acquisitions over the balance of fiscal 2023. Briefly on our Rubicon acquisition. While the vast majority of our smaller acquisitions are immediately integrated within Neighbourly's ERP, payroll, and finance systems, given Rubicon's size and scale, its integration will take place over several months to ensure no disruption to store operations. I have no doubt that we will maintain a strong pace of acquisitions post our integration of Rubicon. As mentioned earlier, utilizing the most commonly used pharmacy dispensing and point-of-sale systems, newly acquired locations simply plug into our thoughtfully designed IT infrastructure, reducing stress, anxiety, and the amount of change for our new pharmacy teams. Once in our network, we provide pharmacies with IT and operational support, expanded service offering, and most importantly, we drive improvements through procurement and centralized support, ensuring that each of our locations benefit from the scale of our broad and growing network. This supports the second pillar of our growth strategy, our history of increasing both top line and bottom lines of our pharmacies following the acquisition, without the need for any additional corporate infrastructure. Our third growth driver is the combination of favorable external tailwinds that support the pharmacy industry across Canada. These include the scope of practice for pharmacists across the country, which has expanded more in the last 10 years than in the 50 years preceding it. In many provinces, pharmacists have gained the ability to treat minor ailments, perform medication reviews, administer things like vaccinations. Most recently, Ontario announced minor ailment prescribing effective January 2023. This expansion of services is certain to continue for several reasons. It increases the accessibility to critical services, it helps reduce the cost of healthcare delivery, and it is simply a necessity to help treat Canada's aging population. Today, 6.8 million Canadians are over the age of 65. In 15 years' time, that number will increase to more than 10 million. As Canadians age, so too do the demands on healthcare services and prescription medication. The need of this population serve to underscore the fact that pharmacy is foundational, particularly within smaller communities across Canada. 55% of Canadians visit a pharmacy each week. 80% of all Canadians return to the same pharmacy. Of course, the majority of Canadians have prescription drug coverage through some combination of public or private drug insurance. Now, I'd like to call your attention to the new ESG disclosure we've shared on our investor relation website. At a high level, we are committed to building a sustainable business while promoting the health, well-being, and independence of Canadians, no matter what challenges they may be facing. Our approach to environmental and social responsibility reinforces the company's values, which are anchored on healthy communities, healthy and inclusive workplaces, and healthy and sustainable business operations. While we are still in the early stages of our ESG journey, we expect to share with you more along the way as we continue supporting and promoting the health and well-being of our communities and our employees, and as we strive to minimize our impact on the environment. Before I turn it over to Terri, I'd like to reinforce Stuart's sentiments regarding our appreciation for Neighbourly's pharmacy teams and the incredible commitment to their profession that they have demonstrated throughout the unprecedented times of the pandemic. I'll now turn the call to Terri, who will discuss Neighbourly's recent financial results. Thank you, Chris. Good afternoon to everyone. As both Chris and Stuart mentioned, Neighbourly has had impressive growth over the years since inception. The growth is evident in our financial results for the past few years, which highlight the critical role acquisitions have played in driving our growth. Over the course of the past year, we've doubled our pro forma revenue to CAD 800 million and adjusted EBITDA to CAD 96 million. Success of Neighbourly's acquisition strategy was also evident in our recent results for the first quarter of 2023, which demonstrated significant growth in both revenue and adjusted EBITDA. Revenue for the first quarter was CAD 114 million, a 34% increase from the first quarter of 2022. This improvement was primarily driven by the 41 locations we added to Neighbourly's network over the prior four quarters. Revenue from these locations accounted for CAD 28 million or 96% of our quarterly revenue increase. Adjusted EBITDA for the first quarter was CAD 11.3 million, an 11% increase from the prior year. This improvement was also primarily the result of our new locations and their incremental profitability. Our Adjusted EBITDA margin for the first quarter was 9.8%, compared to 11.9% in the prior year. This modest decline was due to the incremental corporate costs associated with operating as a public company, the higher mix of clinic pharmacies in our network in the first quarter of 2023 as compared to the first quarter of 2022, as well as the temporary headwinds related to the current levels of vacancies and the slower than expected return of new prescription volumes. Given the importance of acquisitions to Neighbourly's growth, it is imperative that we retain a robust capital foundation and significant financial flexibility. Following the acquisition of Rubicon, our pro forma leverage is 3.3 x, with net debt levels, including lease liabilities at CAD 313 million and pro forma adjusted EBITDA at CAD 96 million. We have approximately CAD 159 million of undrawn debt capacity under our recently amended credit facility. With our strong cash flow generation, we are well-positioned to continue to fund our acquisition strategy, growing our pharmacy network by approximately 10+ pharmacies for the balance of the fiscal year and 35-40 pharmacies annually thereafter. I'll now turn the call back to Stuart to conclude today's meeting. Thank you. Great. Thank you very much, Chris and Terri. Before concluding the meeting, we'd be pleased to answer questions from any registered shareholder or duly appointed proxyholder who wishes to address the meeting. As all registered shareholders or duly appointed proxyholders who would like to ask a question, use the instant messaging feature of the virtual platform to do so. We will answer as many questions as time permits. When asking your question, please state your name, the entity that you represent, if any, and confirm that you are a registered shareholder or a duly appointed proxyholder. Please limit your questions to topics related to today's subject matter and keep your questions short and to the point. We will now give attendees a brief moment to type in their questions. For each question we answer, we will summarize the question and read out loud the name of the person who asked such question and, if applicable, the entity such person represents. We would like to remind you that questions which were already answered or that are redundant or repetitive will not be published nor answered. Stuart, at this time, there are no registered questions. Great. Okay. Thank you, Chris. As a result, we're going to now conclude the Q&A period of this meeting. On behalf of management, our board of directors, and our employees, I would like to take the opportunity once again to thank everyone for attending the meeting today. I would also like to thank all of our shareholders for their commitment and ongoing support, and we look forward to your attendance again next year. This concludes the meeting. You may now disconnect.
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