APOTEX HEALTH CORP. ANNOUNCES $750 MILLION BOUGHT DEAL SECONDARY OFFERING
/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./
THE BASE SHELF PROSPECTUS IS ACCESSIBLE, AND THE PROSPECTUS SUPPLEMENT FOR THE OFFERING AND ANY AMENDMENT TO THE DOCUMENTS WILL BE ACCESSIBLE, WITHIN TWO BUSINESS DAYS, THROUGH SEDAR+
TORONTO, Sept. 14, 2026 /CNW/ -- Apotex Health Corp. ("Apotex" or the "Company") announced today that Apotex, an affiliate of SK Capital Partners ("SK Capital"), API Investment LP ("Sherfam") and Allan Oberman ("Oberman", and together with SK Capital and Sherfam, the "Selling Shareholders") have entered into an agreement with a syndicate of underwriters (the "Underwriters") led by RBC Capital Markets, TD Securities Inc., and Scotiabank, as joint lead bookrunners, and BMO Capital Markets and Jefferies Securities, Inc., as joint bookrunners, to complete a secondary offering on a bought deal basis (the "Offering") of common shares of the Company (the "Common Shares"). Under the agreement, the Underwriters have agreed to purchase 22,058,825 Common Shares from the Selling Shareholders at a purchase price of $34.00 per Common Share for total gross proceeds of approximately $750,000,050.
The Selling Shareholders have granted the Underwriters an option (the "Over-Allotment Option"), exercisable in whole or in part, at any time until and including the date that is 30 days following the closing of the Offering, to purchase up to an additional 3,308,823 Common Shares (representing 15% of the Common Shares sold pursuant to the Offering) at the offering price to cover over-allotments, if any, and for market stabilization purposes. The net proceeds of the Offering will be paid directly to the Selling Shareholders. The Company will not receive any proceeds from the Offering.
The Common Shares will be offered by way of a prospectus supplement to the final short form base shelf prospectus of the Company dated August 18, 2026 in all of the provinces and territories of Canada and may also be offered by way of private placement in the United States and internationally as permitted in accordance with applicable securities laws.
The Offering is expected to close on or about September 18, 2026, subject to customary closing conditions.
Access to the prospectus supplement, the corresponding base shelf prospectus and any amendment to the documents is provided in accordance with applicable securities legislation relating to procedures for providing access to such documents. The base shelf prospectus is, and the prospectus supplement and any amendment to the documents will be, within two business days of the date hereof, accessible under the Company's profile on SEDAR+ at www.sedarplus.ca. An electronic or paper copy of the prospectus supplement, the corresponding base shelf prospectus and any amendment to the documents may be obtained, without charge, from RBC Dominion Securities Inc. by mail at Attention: Distribution Centre, RBC Wellington Square, 8th Floor, 180 Wellington Street West, Toronto, Ontario, Canada, M5J 0C2 and by e-mail at [email protected]; or TD Securities Inc. at 1625 Tech Avenue, Mississauga, Ontario, L4W 5P5, Attention: Symcor, NPM, or by telephone at (289) 360-2009 or by email at [email protected]; or Scotia Capital Inc. at 40 Temperance Street, 6th Floor, Toronto, Ontario M5H 0B4, Attention Equity Capital Markets, or by phone at (416)-863-7704 or by email at [email protected].
This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Apotex in any jurisdiction in which such offer, solicitation or sale would be unlawful.
The Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and may not be offered, sold or delivered, directly or indirectly, in the United States or to, or for the account or benefit of, "U.S. persons" (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to certain exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws.
About Apotex
Apotex is a Canadian-based global health company. We improve everyday access to affordable, innovative medicines and health products for millions of people around the world, with a broad portfolio of generic, biosimilar, and innovative branded pharmaceuticals, and consumer health products. Headquartered in Toronto, with regional offices globally, including in the United States, Mexico, and India, we are the largest Canadian-based pharmaceutical company and a health partner of choice for the Americas for pharmaceutical licensing and product acquisitions.
Early Warning Disclosure
SK Capital
Immediately prior to the closing of the Offering, SK Artemis Holdings II, LLC ("SK Holdings"), a fund managed by SK Capital, owned 119,643,514 Common Shares, representing approximately 52.4% of the issued and outstanding Common Shares on a non-diluted basis. In connection with the Offering, SK Holdings will sell 16,987,068 Common Shares (19,535,129 Common Shares if the Over-Allotment Option is exercised in full) at a price of $34.00 per Common Share for aggregate gross proceeds of approximately $577,560,312. Immediately following completion of the Offering, SK Holdings will own 102,656,446 Common Shares (100,108,385 Common Shares if the Over-Allotment Option is exercised in full), representing approximately 44.8% of the issued and outstanding Common Shares on a non-diluted basis (43.7% of the issued and outstanding Common Shares on a non-diluted basis if the Over-Allotment Option is exercised in full).
SK Holdings holds its Common Shares for investment purposes. Depending on various factors, including, without limitation, market conditions, general economic and industry conditions, and the Company's business and financial condition, SK Holdings may take such actions with respect to its investment in the Company as it deems appropriate, including, without limitation, acquiring additional securities of the Company, or selling or otherwise disposing of securities of the Company from time to time, in each case subject to applicable laws, the terms of the SK Investor Rights Agreement, the Registration Rights Agreement and a lock-up agreement (the "IPO Lock-up Agreement") in favour of the underwriters of the Company's initial public offering (the "IPO"), each as described in the Company's supplemented PREP prospectus dated June 10, 2026, which was filed in connection with the IPO (the "IPO Prospectus"), and the terms of a lock-up agreement in favour of the underwriters entered into in connection with the Offering, as described in the prospectus supplement. SK Holdings has been granted a limited waiver of the IPO Lock-up Agreement for the sole purpose of completing the Offering.
For further information, including a copy of the corresponding early warning report to be filed by SK Holdings with the applicable Canadian securities regulatory authorities, please visit www.sedarplus.ca or contact SK Holdings at 430 Park Avenue, 18th Floor, New York, New York, 10022, United States, Attention: Taylor Thompson, Email: [email protected].
Sherfam
Immediately prior to the closing of the Offering, Sherfam owned 32,414,910 Common Shares, representing approximately 14.2% of the issued and outstanding Common Shares on a non-diluted basis. In connection with the Offering, Sherfam will sell 4,602,291 Common Shares (5,292,634 Common Shares if the Over-Allotment Option is exercised in full) at a price of $34.00 per Common Share for aggregate gross proceeds of approximately $156,477,894. Immediately following completion of the Offering, Sherfam will own 27,812,619 Common Shares (27,122,276 Common Shares if the Over-Allotment Option is exercised in full), representing approximately 12.1% of the issued and outstanding Common Shares on a non-diluted basis (11.8% of the issued and outstanding Common Shares on a non-diluted basis if the Over-Allotment Option is exercised in full).
Sherfam holds its Common Shares for investment purposes. Depending on various factors, including, without limitation, market conditions, general economic and industry conditions, and the Company's business and financial condition, Sherfam may take such actions with respect to its investment in the Company as it deems appropriate, including, without limitation, acquiring additional securities of the Company, or selling or otherwise disposing of securities of the Company from time to time, in each case subject to applicable laws, the terms of the Registration Rights Agreement and the IPO Lock-up Agreement in favour of the underwriters of the Company's IPO, each as described in the IPO Prospectus, and the terms of a lock-up agreement in favour of the underwriters entered into in connection with the Offering, as described in the prospectus supplement. Sherfam has been granted a limited waiver of the IPO Lock-up Agreement for the sole purpose of completing the Offering.
For further information, including a copy of the corresponding early warning report to be filed by Sherfam with the applicable Canadian securities regulatory authorities, please visit www.sedarplus.ca or contact Sherfam at 302-10 Director Court, Woodbridge, Ontario, L4L 7E8, Attention: Sheron Khan, Email: [email protected].
Forward-Looking Statements
This press release contains forward-looking information within the meaning of applicable securities laws. Forward-looking information in this press release includes statements relating to the Offering (including the Over-Allotment Option), including the expected closing and timing thereof, the filing of the prospectus supplement in connection therewith, and SK Holdings' and Sherfam's intentions with respect to their investment in the Company. Statements containing forward-looking information are not historical facts but instead represent management's expectations, estimates and projections regarding future events or circumstances. Forward-looking information is necessarily based on a number of opinions, estimates and assumptions that, while considered by the Company to be appropriate and reasonable as of the date of this release, are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause actual results to differ materially from those expressed or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering and the factors discussed under "Risk Factors" in the IPO Prospectus. Apotex undertakes no obligation to publicly update or review any forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required under applicable securities laws.
SOURCE Apotex Health Corp.

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