PGN Pgnx Capital Corporation

Paragon Pharmacies Limited ("Paragon") (TSX VENTURE:PGN) wishes to update a
number of matters related to the sale of substantially all of its operations to
Shoppers Drug Mart Inc. ("Shoppers") (the "Transaction") previously announced in
its press release of May 22, 2012.


Shareholder Approval and Meeting Materials

The Transaction will require the approval of Paragon shareholders. An annual
general and special shareholders' meeting has been scheduled for Thursday, July
26, 2012 at 4:00 p.m., at the Fairmont Winnipeg, 2 Lombard Place, Winnipeg,
Manitoba.


Meeting materials, including the Notice of Meeting, Information Circular and
Instrument of Proxy was mailed to shareholders yesterday and filed on SEDAR and
is available at www.sedar.com.


Transaction Adjustments

The agreement entered into in connection with the Transaction (the "Agreement")
contemplated potential purchase price adjustments arising out of Shoppers
confirmatory due diligence, which included a review of Paragon's store operating
income. The maximum purchase price reduction under the due diligence adjustment
provisions was $7,000,000. After Shoppers' due diligence review and negotiations
between the parties, an adjustment of $1,500,000 to the purchase price was
agreed upon. The current purchase price under the Agreement is now approximately
$73,500,000, subject to certain usual closing adjustments (which may be positive
or negative) for a transaction of this nature, including with respect to
receivables, prepaid expenses, inventory and accrued liabilities.


Transaction Closing

The Transaction is currently expected to close on August 1, 2012, subject to
fulfillment of closing conditions. The Agreement contemplates an outside closing
date of September 19, 2012.


Further Information

Further information regarding the Transaction is contained in the information
circular that Paragon has prepared, filed and mailed to its shareholders in
connection with the annual and special meeting of Paragon shareholders and the
asset purchase agreement entered into between Shoppers and Paragon is available
on SEDAR at www.sedar.com.


Paragon Pharmacies Limited built a pharmacy with our customers in mind.
Headquartered in Kelowna, BC and employing over 400 staff, Paragon currently
owns and operates 19 retail pharmacies and three central fill pharmacies
throughout British Columbia, Alberta and Manitoba. Paragon is a leading
mid-market pharmacy, providing premier pharmacy services in a friendly,
community-focused environment.


For more information, visit www.helloparagon.com.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking information and statements which
constitute "forward-looking information" under Canadian securities law and which
may be material regarding, among other things, Paragon's beliefs, plans,
objectives, strategies, estimates, intentions and expectations. These include,
but are not limited to, statements with respect to the completion of the
Transaction,. Forward-looking information and statements are typically
identified by words such as "anticipate", "believe", "expect", "estimate",
"forecast", "goal", "intend", "plan", "will", "may", "should", "could" and
similar expressions. 


The forward-looking information and statements contained herein are based on
certain factors and assumptions, certain of which appear proximate to the
applicable forward-looking information and statements contained herein,
including assumptions as to the time required to satisfy the conditions to the
closing of the Transaction. Such timing may change for a number of reasons,
including unforeseen delays to satisfy the conditions to the completion of the
Transaction. In addition, there are no assurances the Transaction will be
completed. In the event the Transaction is not completed, there will be no cash
distribution to Paragon shareholders. Accordingly, readers should not place
undue reliance on the forward-looking statements and information contained in
this news release. Readers are cautioned that the foregoing list is not
exhaustive.


Inherent in the forward-looking information and statements are known and unknown
risks, uncertainties and other factors beyond Paragon's ability to control or
predict, which give rise to the possibility that Paragon's predictions,
forecasts, expectations or conclusions will not prove to be accurate, that its
assumptions may not be correct and that its plans, objectives and statements
will not be achieved. Actual results or developments may differ materially from
those contemplated by the forward-looking information and statements.


Certain of these risks, factors, estimates and assumptions are described in more
detail in the "Risks and Risk Management" section of Paragon's most recently
filed annual and interim Management's Discussion and Analysis for the year-ended
August 31, 2011 and the six month period ended February 29, 2012 to which
readers are referred and which are incorporated by reference in this news
release. In addition, all forward-looking statements made in this news release
are qualified by the full caution regarding Forward-Looking Information and
Statements in such Management's Discussion and Analysis. These risks, factors,
estimates and assumptions are not exhaustive. Paragon disclaims any intention or
obligation to update or revise any forward-looking statements whether as a
result of new information, future events or otherwise, or to explain any
material difference between subsequent actual events and such forward-looking
statements, except to the extent required by applicable law.

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