Earth Alive Clean Technologies Inc. (TSXV:EAC) agreed to acquire Interlube Inc. for CAD 5 million on February 1, 2024. Earth Alive acquires 100% of Interlube's issued and outstanding shares for a total consideration, subject to customary adjustments based on Interlube's working capital at the Transaction's closure: 60,000,000 Earth Alive common shares; CAD 1.5 million payable in cash at the Transaction's closure; CAD 1.3 million as the purchase price balance, payable in cash, unconditionally, in three annual installments?CAD 500,000 on the first anniversary, CAD 500,000 on the second anniversary, and CAD 300,000 on the third anniversary, plus; Up to a maximum of CAD 1.3 million as conditional consideration (earnout), payable in cash following each of the first three anniversaries of the Transaction based on achieving sales objectives generated in the preceding year, plus; A conditional consideration (earnout), payable in cash following either the third, fourth, or fifth anniversary of the Transaction's closure (at the sellers' discretion). The amount corresponds to the product of (A) Interlube's BAIIA generated in the reference year, multiplied by (B) 6, multiplied by (C) 15%. All Earth Alive common shares issued under the Transaction are subject to a restricted trading period of six months following the Transaction's closure, in accordance with applicable securities laws and definitive agreements signed as part of the Transaction. Following the Transaction's closure, Earth Alive has completed a simplified vertical merger with Interlube. Interlube generated a revenue of CAD 5.6 million and an EBITDA of CAD 1.2 million for the 12-month period ending on May 31, 2023. The Transaction is subject to final approval from the TSX Venture Exchange.

Earth Alive Clean Technologies Inc. (TSXV:EAC) completed the acquisition of Interlube Inc. on February 1, 2024.