Integral Diagnostics Limited (ASX:IDX) agreed to acquire Ascot Radiology Limited for NZD 54 million on June 10, 2020. The consideration is on a cash and debt free basis. Integral Diagnostics Limited will pay NZD 40 million in cash and NZD 10 million in shares to 17 doctors at completion. Integral Diagnostics Limited will issue 2.9 million shares as consideration on September 1, 2020. The scrip consideration will be subject to escrow arrangements. The escrowed shares will be released in equal tranches on the third, fourth and fifth anniversaries of the share issuance date. An earn out consideration of NZD 2.8 million will be paid subject to earnings before interest, taxes, depreciation and amortization performance hurdles linked to the performance of the combined IDX business in New Zealand. The transaction will be funded by existing debt facilities of AUD 75 million (NZD 80.02 million). The Board of Ascot Radiology Limited will join Integral Diagnostics Limited. The transaction is subject to satisfaction of customary conditions. The acquisition is expected to be completed in September 2020. As of August 25, 2020, The acquisition is expected to be completed on September 1, 2020. The transaction is expected to be accretive in the first year following the acquisition. Raji Azzam of Herbert Smith Freehills acted as legal advisor to Integral Diagnostics Limited. Minter Ellison Rudd Watts acted as legal advisor for sellers. Allier Capital Pty Ltd acted as financial advisor to Ascot Radiology Limited.