Maggie Beer Holdings Limited (ASX:MBH) signed a conditional agreement to acquire Hampers & Gifts Australia Pty Ltd from Emily McWaters and David Morgan for AUD 55.9 million on March 30, 2021. Under the terms of agreement, AUD 20 million will be paid as cash on completion, AUD 20 million of fully paid up shares in Maggie Beer Holdings Limited. An Earnout of AUD 10 million will be paid subject to the Hampers & Gifts Australia businesses achieving no less than AUD 10 million in EBITDA for the financial year ending June 30, 2023. Out of AUD 10 million earnout, AUD 5 million will be paid as cash and for remaining AUD 5 million shares of Maggie Beer Holdings Limited will be issued. The funding for acquisition to be secured through a AUD 30 million capital raising consisting of a placement and accelerated Non-Renounceable Entitlement Offer. Earnout consideration is intended to be funded from operating cash flow. For the financial year 2020, Hampers & Gifts Australia reported revenue of AUD 19.1 million, EBITDA of AUD 4.4 million and EBIT of AUD 4.3 million. The transaction is subject to Maggie Beer Holdings Limited shareholder approval. The general meeting is expected to be held on May 20, 2021. The transaction is expected to complete on May 14, 2021. As of April 22, 2021 transaction is expected to close on or around May 21, 2021. The transaction is expected to be Immediately EPS accretive. James Morvell, David Holland, Alex Berry, Tamara Charlwood, Michael Henderson, Aron Mazur, Mark Dunphy, Nhu-Thuy Dinh,  Emily Kyriacou and Chi Han Yeo of Hall & Wilcox Lawyers acted as legal advisor and Boardroom Pty Limited acted as registrar to Maggie Beer Holdings Limited.

Maggie Beer Holdings Limited (ASX:MBH) completed the acquisition of Hampers & Gifts Australia Pty Ltd from Emily McWaters and David Morgan on May 21, 2021. As of May 20,2021, Maggie Beer Holdings Limited approved the issue of 57,142,858 fully paid ordinary shares. All conditions precedent have been satisfied.