LiveHire Limited (ASX:LVH) executed a Binding Term Sheet to acquire All Business and Assets of Workforce Connections Inc for AUD 4 million on February 23, 2023. The consideration includes AUD 2 million in LVH shares at completion plus AUD 2 million in contingent scrip consideration. All consideration is to be paid in LVH shares with no cash consideration payable to Arrived.

The Proposed Acquisition is subject to various conditions precedent including, completion of due diligence on Arrived by LiveHire and the outcome of that due diligence being to LiveHire’s satisfaction, execution of an Asset Sale Agreement by LiveHire and Arrived, certain employees or contractors identified by LiveHire during its due diligence as being key to Arrived’s business agreeing to enter into employment or contractor agreements with LiveHire with effect from completion and LiveHire receiving all shareholder and regulatory approvals and confirmations necessary to complete the Proposed Acquisition. LiveHire anticipates that completion of the Proposed Acquisition will occur on 20 April 2023. On April 20, 2023, executed a binding Asset Sale Agreement which replaces the Binding Term Sheet entered into between LiveHire and Arrived that was announced to the market on February 23, 2023.

LiveHire has agreed to an aggregate purchase price for the Proposed Acquisition of up to AUD 5.92 million. At completion of the Proposed Acquisition, Arrived will receive 8,457,142 fully-paid ordinary shares in the Company, each with an issue price of AUD 0.35. Subject to the integration of Arrived’s shift scheduling capability into LiveHire’s platform within 12 months after completion of the Proposed Acquisition, Arrived will receive AUD 1.48 million in fully-paid ordinary shares in the Company.

Subject to satisfaction of the Integration Condition and LiveHire entering into an agreement for the sale of the Scheduling Product to a new or existing customer of LiveHire within 12 months after completion of the Proposed Acquisition, Arrived will receive AUD 1.48 million in fully-paid ordinary shares in the Company. Completion of the Proposed Acquisition will occur on the day that is two business days after satisfaction or waiver of all conditions precedent. As of June 2, 2023, LiveHire and Arrived have confirmed satisfaction of the ASX in-principle Advice Condition and are continuing to work together to procure satisfaction of the remaining conditions precedent.

The transaction is expected to occur on or around 10 July 2023, or in any event by no later than 3 months of the date of the General Meeting.