Dr. Phone Fix signs deal to acquire Geebo Device Repair

Executive Summary

• Dr. Phone Fix Canada Corp. has entered into a definitive asset purchase agreement to acquire substantially all of the business assets of Geebo Device Repair Inc., a mobile-device repair chain with six retail locations in Nova Scotia.
• The transaction values the base purchase price at $1.35 million, plus the value of saleable inventory, and is structured with a mix of cash, vendor take-back notes, and equity.
• This acquisition supports Dr. Phone Fix’s national expansion strategy, aiming to grow its network from approximately 35 to over 70 corporate locations within 12 to 18 months.

Key Details

• Target: Geebo Device Repair Inc., operating six retail service locations across Nova Scotia, including leases with options for future expansion.
• Base Purchase Price: $1.35 million, subject to customary adjustments.
• Additional Consideration: An amount equal to the value of saleable inventory at closing.
• Payment Structure:
  • Cash: $600,000 paid at closing.
  • Vendor Take-Back Note: Promissory note in the principal amount of $250,000.
  • Equity: Common shares issued to the seller with an aggregate value of $500,000.
  • Inventory Shares: Additional consideration shares equal to the closing value of purchased saleable inventory (net of cash attributed to such inventory).
• Share Pricing Mechanism: The number of consideration shares is determined using the greater of:
  • (a) The 21-day volume-weighted average trading price (VWAP) of the company's common shares on the TSX Venture Exchange as of the last trading day prior to execution.
  • (b) The minimum price permitted under TSX-V policies.
• Escrow Terms: All consideration shares will be held in escrow and released according to a customary escrow agreement.
• Strategic Impact: Extends geographic reach to the East Coast, creates operational synergies, connects with a regional customer base, and enhances OEM-certified repair capabilities.
• Management: Geebo’s team and management are expected to remain in place post-closing to ensure operational continuity.
• Conditions: The transaction is arm's-length and subject to customary closing conditions, including approval from the TSX Venture Exchange.

Notable Quotes

• "This transaction marks Dr. Phone Fix's strategic entry into Atlantic Canada, advancing our national expansion strategy and strengthening our position as a Canadian leader in consumer electronics device care and resale." — Piyush Sawhney, Founder and CEO
• "This acquisition marks a significant milestone in Dr. Phone Fix's ongoing expansion and strengthens our position as a coast-to-coast service provider... With this transaction, we are building the foundation for scalable national growth and moving closer to our goal of expanding from approximately 35 corporate locations to more than 70 stores nationwide within the next 12 to 18 months." — Piyush Sawhney, Founder and CEO