Anagenics Limited (ASX:AN1) agreed to acquire Face MediGroup for AUD 1.3 million on August 22, 2023. As part of the agreement, Anagenics will pay (I) deferred cash consideration of AUD 500,000, payable in 3 tranches; Tranche 1 ? AUD 100,000 payable on completion, Tranche 2 ? AUD 100,000 payable December 31, 2023, Tranche 3 ? AUD 300,000 payable March 31, 2024, (II) AUD 250,000 AN1 scrip issued at the 30 days VWAP prior to completion and (III) adoption of shareholder and supplier loans owed by Face Medigroup amounting to approximately AUD 350,000. As part of the total purchase, AN1 will forgive a AUD 150,000 loan owed by FMG. As part of the agreement, deferred consideration of AUD 300,000 cash payable post FY24 subject to BLC Cosmetics (consolidating FMG and founder salaries) achieving FY24 EBITDA of at least AUD 1 million and AUD 300,000 cash payable post FY25 subject to BLC Cosmetics (consolidating FMG and founder salaries) achieving FY25 EBITDA of at least AUD 2.2 million. All cash consideration is intended to be funded by AN1 balance sheet. As of December 31, 2022, Face MediGroup reported revenue of AUD 0.004 million, Net loss of AUD 122 and EBITDA of -117. Face Medigroup co-founders, Matt and Sarah Perry, will officially join AN1 to lead the new integrated beauty business and will be aligned through AN1 scrip participation. The acquisition will be completed 5 days after satisfaction of the condition?s precedent, which is anticipated to be around September 29, 2023.

Anagenics Limited (ASX:AN1) completed the acquisition of Face MediGroup on October 2, 2023.