TelyRx Digital Pharmacy Platform Goes Public Through $40 Million SPAC Transaction
核心洞察
TelyRx (搜索), a vertically integrated digital pharmacy platform serving over 97% of the U.S. population with 350+ medications, has entered into a definitive agreement with Apolo V Acquisition Corp (搜索) for a go-public transaction.
The business combination includes a concurrent $40 million private placement led by Canaccord Genuity Corp (搜索), with the resulting company planning to list on the Toronto Stock Exchange.
TelyRx (搜索) reported total revenue of $28.6 million for the nine months ended September 30, 2025, compared to $9.5 million for the full year 2024, demonstrating significant growth in its digital healthcare platform.
TelyRx (搜索), a vertically integrated technology-enabled healthcare and pharmacy services company, has entered into a definitive business combination agreement with Apolo V Acquisition Corp (搜索) (TSXV: AFV.P) for a go-public transaction that will constitute Apolo V's qualifying transaction under TSX Venture Exchange policies. The deal, announced January 21, 2026, includes a concurrent private placement of approximately $40 million.
Digital Pharmacy Platform Expansion
TelyRx (搜索) operates a digital pharmacy platform at TelyRx.com that serves as a secure interface for patients to connect with independent, state-licensed providers. The platform provides residents across U.S. states with access to everyday medications conveniently and quickly, offering over 350 medications to over 97% of the population of the United States through its digital pharmacy platform.
The company fulfills prescriptions through its licensed retail pharmacies, TelyRx (搜索), LLC and TelyRx Dallas, LLC, located in Clearwater, Florida, and Dallas, Texas, respectively. TelyRx has developed a network of third-party licensed independent healthcare provider practice groups across the United States who contract with TelyRx Services, LLC to review patient prescription requests through the technology-enabled provider platform.
Strong Financial Performance
TelyRx (搜索) demonstrated significant growth in its financial performance, reporting total revenue of $28.6 million for the nine months ended September 30, 2025, compared to $9.5 million for the full year ended December 31, 2024. Operating expenses were $17.4 million for the nine-month period versus $7.4 million for the full year 2024. The company reported a loss from continuing operations of $2.3 million for the nine months ended September 30, 2025, compared to $4.8 million for the full year 2024.
As of September 30, 2025, TelyRx (搜索) had cash and cash equivalents of $1.8 million, total assets of $8.6 million, and total liabilities of $14.0 million, resulting in a shareholders' deficit of $5.4 million.
Transaction Structure and Financing
Under the business combination agreement dated January 19, 2026, Apolo V will undergo a share capital reorganization creating subordinate voting shares (SVS) and proportionate voting shares (PVS), with each PVS convertible into 100 SVS. The company will consolidate shares on an expected 45:1 basis, with each pre-consolidation share having a deemed value of C$0.15.
Following the consolidation, approximately 37 million SVS will be issued to former TelyRx (搜索) shareholders, and another approximately 3 million SVS will be issued to a TelyRx warrantholder for cashless exercise of warrants. Apolo V will change its name to "TelyRx Holdings Inc (搜索)."
Private Placement Details
The concurrent private placement is being completed by a syndicate of agents led by Canaccord Genuity Corp (搜索) for gross proceeds of approximately $40 million. Each subscription receipt will be automatically converted into one common share of the special purpose financing vehicle (Finco), which will then be exchanged for one SVS under the proposed transaction.
The agents will receive a cash commission of 6% of the aggregate gross proceeds, except for subscriptions sold to certain identified buyers on the "President's List," for which the commission will be 3%. The agents have been granted an option to arrange for the purchase of up to an additional $6 million of subscription receipts.
Leadership Team
The resulting issuer will be led by President and CEO Vanessa Slowey, who has over 25 years of experience leading and scaling technology businesses globally, including two years as CEO of Digicel Group (搜索) and two years as CEO of Myanmar Tower Company.
The management team includes Chief Financial Officer John Cascio, a CPA with over 15 years of experience in financial leadership; Chief Operating Officer Dr. Adam Gardner, a multi-state licensed pharmacist with more than 15 years of experience scaling regulated pharmacy and telehealth operations; and Chief Revenue Officer Peter Lloyd, who previously served as Global Chief Marketing Officer at Digicel Group (搜索).
Company History and Development
TelyRx (搜索), LLC was formed in October 2022 and initially acquired certain telehealth-related assets from Apothecare Pharmacy (搜索), LLC, a Massachusetts-based institutional pharmacy. The company launched and commercialized TelyRx.com in January 2024, providing patients with the ability to select their desired medication, request a prescription from a licensed provider, and receive the medication directly at their door without visiting a physical provider or brick-and-mortar pharmacy.
In September 2024, TelyRx (搜索) completed the disposition of the traditional Apothecare pharmacy (搜索) operations to focus on its digital platform. TelyRx, Inc. was incorporated on August 19, 2024, and acquired all membership units of TelyRx, LLC on December 31, 2024.
Regulatory Approvals and Timeline
Completion of the proposed transaction is subject to regulatory approvals, including approval of the TSXV qualifying transaction, completion of the concurrent private placement, and approval by shareholders of both companies. The parties have applied to the Toronto Stock Exchange for listing of the SVS upon completion of the transaction.
Apolo V has scheduled a special meeting of shareholders for February 19, 2026, to approve matters related to the proposed transaction, including the name change, consolidation, share capital reorganization, and election of directors.
