Motio Limited (ASX:MXO) agreed to acquire Medical Channel Pty Ltd. from Swift Media Limited (ASX:SW1) for AUD 3.2 million on March 31, 2021. The consideration is on debt free, cash free basis. As consideration, Motio Limited will issue 30 million ordinary shares to Swift Media Limited. Initial consideration of 20 million ordinary shares will be issued immediately at completion with 15 million ordinary shares be held in escrow for up to 18 months from completion and 5 million shares will not be escrowed and may only be sold off market. 10 million shares will be issued post completion, subject to Motio shareholder approval, or AUD 1 million in cash where shareholder approval is not received. Swift Media Limited will own 12.85% of Motio Limited issued capital post issuances. Swift will receive further cash payments of up to AUD 0.2 million to ensure the continued operational requirements of iCon Digital Signage Software and the Medical Channel Network are met, as well as transitional and support services for the existing Medical Channel network. Issue of the Completion Shares is conditional upon all approvals of any Government and Regulatory agency which are necessary to implement the agreement and Motio receiving consents required under any material contract relating to change of control provisions resulting from the agreement. The transaction is expected to complete on April 1, 2021.

Motio Limited (ASX:MXO) completed the acquisition of Medical Channel Pty Ltd. from Swift Media Limited (ASX:SW1) on April 1, 2021. A total of 20 million shares were issued at completion. Motio Limited will seek shareholder approval to issue post completion 10 million shares. A meeting of shareholders will be held on June 18, 2021. The post completion shares will be issued no later than 3 months after the date of the meeting and it is intended that issue of all post completion shares will occur on the same date. The Directors of Motio Limited recommended the shareholders to vote in favour of the issuance of consideration shares.