UPS Completes Acquisition of Andlauer Healthcare Group Inc.

TORONTO, Nov. 3, 2025 /CNW/ – Andlauer Healthcare Group Inc. (“AHG“) (TSX: AND) today announced the completion, effective November 1, 2025, of the previously announced plan of arrangement under the Business Corporations Act (Ontario) (the “Arrangement“) pursuant to which UPS acquired, directly or indirectly, all of the issued and outstanding multiple voting shares and subordinate voting shares of AHG for cash consideration equal to C$55.00 per share.

AHG’s subordinate voting shares are expected to be delisted from the Toronto Stock Exchange shortly, and AHG will apply to cease to be a reporting issuer in each of the provinces and territories of Canada.

Registered shareholders of AHG are reminded to submit a duly completed letter of transmittal and, as applicable, the certificate(s) representing their subordinate voting shares, to TSX Trust Company, AHG’s depositary, in order to receive their consideration under the Arrangement. Registered shareholders who have questions or require assistance can contact TSX Trust Company at 1-866-600-5869 (toll-free in North America), at 416-342-1091 (outside North America), or by email at tsxtis@tmx.com.

Non-registered shareholders, being shareholders who hold their subordinate voting shares through a broker or other intermediary, are not required to submit a letter of transmittal. Non-registered shareholders should consult with their broker or other intermediary to confirm what, if anything, they must do to receive their consideration under the Arrangement.

Early Warning Reporting

Prior to the Arrangement, Advance Investments Corporation (formerly 1001211526 Ontario Inc.) (the “Purchaser“), an affiliate of UPS formed in connection with the Arrangement, did not own any multiple voting shares or subordinate voting shares of AHG. After completion of the Arrangement, the Purchaser owns directly or indirectly 39,150,209 subordinate voting shares, which represents 100% of the issued and outstanding shares of AHG. There are nil multiple voting shares outstanding.

An early warning report will be filed in accordance with applicable securities laws and will be available under AHG’s profile on SEDAR+ at www.sedarplus.ca.

To obtain a copy of the early warning report of Advance Investments Corporation, or for other inquires please contact:

UPS Media Relations
404-828-7123
pr@ups.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 in Canada, 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. AHG also provides specialized ground transportation services, primarily to the healthcare sector, across the 48 contiguous U.S. states. For more information on AHG, please visit: www.andlauerhealthcare.com. 

Forward-Looking Information

This press release contains “forward-looking information” and “forward-looking statements” (collectively, “forward-looking information“) within the meaning of applicable securities laws. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as “plans”, “targets”, “expects”, “is expected”, “an opportunity exists”, “budget”, “scheduled”, “estimates”, “outlook”, “forecasts”, “projects”, “projection”, “prospects”, “strategy”, “intends”, “anticipates”, “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”, “could”, “would”, “might” or, “will”, “occur” or “be achieved”, and similar words or the negative of these terms and similar terminology. In addition, any statements that refer to expectations, intentions, projections or other characterizations of future events or circumstances contain forward-looking information.

Specifically, statements regarding the delisting of AHG’s subordinate voting shares from the Toronto Stock Exchange and AHG’s application to cease to be a reporting issuer in each of the provinces and territories of Canada; and other statements that are not statements of historical facts are all considered to be forward-looking information.

Statements containing forward-looking information are not historical facts but instead represent management’s expectations, estimates and projections regarding future events or circumstances. This forward-looking information is based on our opinions, estimates and assumptions that, while considered by AHG to be appropriate and reasonable as of the date of this press release, are subject to known and unknown risks, uncertainties, and other factors that may cause the actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information, including but not limited to the possibility of litigation relating to the Arrangement; credit, market, currency, operational, liquidity and funding risks generally, including changes in economic conditions, interest rates or tax rates; and those other risks discussed in greater detail under the “Risk Factors” section of our Annual Information Form which is available under our profile on SEDAR+ at www.sedarplus.ca. If any of these risks or uncertainties materialize, or if the opinions, estimates or assumptions underlying the forward-looking information prove incorrect, actual results or future events might vary materially from those anticipated in the forward-looking information. Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other risk factors not presently known to us or that we presently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward-looking information.

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 forward-looking statements included herein. Readers, therefore, should not place undue reliance on any such forward-looking statements. Further, any forward-looking statements included herein 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.

All of the forward-looking information contained in this press release is expressly qualified by the foregoing cautionary statements.

SOURCE Andlauer Healthcare Group Inc.

For further information: UPS Media Relations, 404-828-7123, pr@ups.com