My Rewards International Limited (ASX:MRI) entered into a binding asset purchase agreement to acquire Business and Assets from Frankly Agency for AUD 2 million on May 4, 2023. The consideration to be paid as AUD 0.75 million cash, comprising, AUD 0.25 million cash on completion and AUD 0.1 million cash at each of 30, 60, 90, 120 and 150 days following completion and AUD 1.05 million in My Rewards shares to be issued at the lower of the 5- day volume weighted average price (“VWAP”) on the day prior of the proposed EGM of AUD 0.018 per share and AUD 0.026 per share, such that the maximum number of shares to be issued is 58.3 million. Separate but pertinent to the Agreement, the AUD 15 million equity placement agreement with LDA Capital announced on February 27, 2023 was not for a specific purpose, other than to secure an equity funding facility, to provide for the Company's potential future funding requirements.

The Agreement can be terminated due to usual terminations provisions, including inability to obtain shareholder or regulatory approval, material adverse change prior to completion, insolvency, or removal from the ASX official list. The transaction is subject to Shareholder approval of My Rewards, Regulatory approvals and No material adverse change. Completion of Proposed Transaction will be in Early June 2023.