OSLO: Navamedic ASA (OSE: NAVA) has entered into a share purchase agreement with Agnvicen AB to acquire 100% of the shares in Impolin AB for a purchase price of SEK 50 million on a debt and cash free basis.
In addition, the seller may be entitled to an additional consideration in the amount of SEK 5 million if certain pre-agreed milestones for Impolin AB are satisfied by year-end 2022.
Navamedic will settle SEK 25 million of the purchase price by way of issuing new shares to the seller through conversion of an account receivable to be issued by Navamedic to the seller at closing. The remaining portion of the purchase price will be settled in cash. The subscription price for the new shares shall be equal to the volume weighted average share price of the Company’s shares on the Oslo Stock Exchange during the period from 31 December 2021 to the closing date of the transaction.
The consideration shares will be listed on the Oslo Stock Exchange and be subject to a lock-up period of 24 months from the closing date. The board of directors of Navamedic will issue the consideration shares pursuant to an authorization to issue new shares granted to it by the general meeting of the Company on 3 June 2021 or, if completion occurs after the expiry of such authorization, a new authorization to be approved by the Annual General Meeting of the Company.
The completion of the transaction is subject to Impolin AB amending one of its material agreements on terms and conditions satisfactory to Navamedic, in addition to certain customary conditions. It is expected that the transaction will be completed during Q2 2022.
Upon closing of the transaction, Impolin AB will become a 100% wholly owned subsidiary of Navamedic ASA. Impolin AB is a Stockholm based company that specializes in products related to the pre- and post-treatment for bariatric surgery and has built a strong position in Sweden for the products Modifast and MedMade.
Navamedic ASA is a full-service provider of high-quality healthcare products to hospitals and pharmacies.
Navamedic meets the specific medical needs of patients and consumers by leveraging its highly scalable market access platform, leading category competence and local knowledge. Navamedic is present in all the Nordic countries, the Baltics and Benelux, with sales representation in the UK and Greece. Navamedic is headquartered in Oslo, Norway, and listed on the Oslo Stock Exchange (ticker: NAVA). www.navamedic.com