Practice Management Pty Ltd signed scheme implementation agreement to acquire Vita Group Limited (ASX:VTG) from Vita Group Directors and others for AUD 22.3 million on March 15, 2023. The offered price is AUD 0.12680 cash per VTG share including dividend per share of AUD 0.06425. The transaction will be implemented by way of a court approved scheme of arrangement. Vita and Practice Management agree to pay AUD 110,000 to other party as termination fee.

Upon implementation of the scheme, VTG must procure all outgoing target Directors resign from the VTG Board, all outgoing directors of each subsidiary of VTG resigns from their office and must appoint the persons nominated by Practice Management as new VTG Directors and new directors of each subsidiary. After due consideration, Vita Group's Board of Directors unanimously recommends that Vita Group's shareholders vote in favour of the scheme. The scheme is subject to certain standard conditions, including approval from Vita Group's shareholders, ASIC, ASX and Court approval which must be satisfied before it can be implemented. The scheme is expected to end on September 10, 2023. As of June 5, 2023 transaction is approved by Vita Group Limited. As of May 26, 2023, Scheme is expected to become effective no later than June 30, 2023. As of June 5, 2023 the transaction is expected to close on June 9, 2023. As of June 8, 2023, Federal Court has approved the transaction. As of June 9, 2023, the scheme is legally effective and is expected to be implemented on June 21, 2023.

Record Point acted as financial adviser and MinterEllison acted as legal adviser of Vita Group. Gilbert + Tobin is being advised by Practice Management. BDO Corporate Finance Pty Ltd acted as financial advisor to Vita Group Limited.