Sequoia Financial Group Limited (ASX:SEQ) signed a binding term sheet to acquire InterPrac Limited from Unrandom Pty Ltd, Garry Peter Crole, Marina Crole and other shareholders' for AUD 12 million on June 19, 2017. Sequoia Financial Group Limited will issue 42.78 million shares as consideration. 75% of the consideration shares amounting to 32.08 million shall be subject to a voluntary 12-month escrow. Garry Crole and Brent Jones will receive 20.92 million shares which will be escrowed for the first 12 months after completion. InterPrac Limited has no outstanding debt and net cash and ASX listed investments in excess of AUD 2.2 million. To the extent, the net cash and ASX shares at the completion date is below AUD 2.2 million, the consideration shares will be reduced or the deficit will be repayable in cash. Sequoia Financial Group Limited expects to enter into formal agreements by the end of July 2017. On October 9, 2017, agreement has been signed after the completion of due diligence investigation. InterPrac Limited reported earnings before interest and tax of AUD 2.1 million, total equity interest of AUD 6.3 million, total consolidated assets of AUD 9.2 million and revenue of AUD 22.6 million during the financial year ending June 30, 2016. Following completion, InterPrac’s current team will continue to operate the Interprac business and a number of their management team will join Sequoia’s management ranks. Garry Crole, the Managing Director of Interprac will continue as a Director of Sequoia Financial Group Limited. The transaction is subject to a number of conditions, including completion of due diligence, entry into formal documentation, all relevant and necessary regulatory approvals and approval of shareholder' being obtained by Sequoia Financial Group Limited, third party change of control consents and entry into executive employment agreement with each of Garry Crole and Brent Jones to act as joint managing directors of InterPrac on and from completion for 3 years. A meeting of shareholders' of Sequoia Financial Group Limited will be held in late August 2017 or early September 2017. The completion of the transaction will follow the shareholders meeting if all approvals are obtained. RSM Corporate Australia Pty Ltd consider the transaction as fair and reasonable. The independent Directors of Sequoia Financial Group Limited recommends shareholders to vote in favor of transaction. The notice of meeting of shareholders has been filled on October 27, 2017. The transaction is expected to complete on or around December 1, 2017. Sequoia Financial Group commissioned RSM Corporate Australia Pty Ltd to prepare an independent expert report for the transaction. Sequoia Financial Group Limited (ASX:SEQ) completed the acquisition of InterPrac Limited from Unrandom Pty Ltd, Garry Peter Crole, Marina Crole and other shareholders' on December 1, 2017. All conditions precedent to the transaction have been fulfilled.