JustKapital Limited (ASX:JKL) entered into securities and purchase agreement to acquire National Health Finance, DM, LLC from Presidio Investors LLC, Dave Wattel, Mark Siegel and others for AUD 68.8 million on July 18, 2018. Under the terms of the transaction, JustKapital Limited will issue 215 million of its shares (escrowed for three years) to Dave Wattel and Mark Siegel; while a cash payment shall be made to Presidio Investors and other sellers. Presidio Investors shall receive AUD 34.4 million. The transaction and the additional working capital will be funded by a placement underwritten by Pitt Capital Partners Limited for AUD 7.5 million, syndicated loan facility agreed with leading Australian institutions and family offices including Washington H. Soul Pattinson & Company Limited for AUD 42 million, a non-underwritten 1:1 non-renounceable, pro rata rights issue to raise up to AUD 11.8 million and a unsecured vendor loan of AUD 17.2 million from Dave Wattel and Mark Siegel. Diane Jones will continue in her role as Chief Executive Officer of JustKapital Limited and will oversee both the Australian and the US operations. David Wattel, co-founder and Managing Director of National Health Finance, DM, LLC, will be invited to join the Board of JustKapital. Both co-founders, David Wattel and Mark Siegel will sign three year employment agreements and become significant shareholders in JustKapital by receiving 215.1 million shares of JustKapital which are subject to shareholder approval. The transaction is subject to completion of funding arrangements, commitment of binding acquisition, subject to due diligence investigation, approval by the shareholders of JustKapital Limited. National Health Finance also has to obtain approval from Atalaya, which funds 90% of the cost of originations of National Health Finance. The transaction is expected to close on or about September 28, 2018. As of September 26, 2018, the transaction was approved by shareholders of JustKapital and is expected to close on September 28, 2018. Dean Price of Pitt Capital Partners, The Fairbairn Partnership and CCZ Corporate Finance acted as advisors in the transaction. Corrs Chambers Westgarth and Lowenstein Sandler LLP acted as legal advisors to JustKapital Limited. DLA Piper acted as legal advisor to Pitt Capital Partners and Washington H. Soul Pattinson & Company Limited. Grant Thornton Corporate Finance Pty Limited acted as independent expert to JustKapital Limited to report whether the transaction is fair and reasonable. In relation to the transaction, Pitt Capital will receive a fee of AUD 0.65 million, The Fairbairn Partnership and CCZ Corporate Finance will receive fee of AUD 1.4 million. Grant Thornton Corporate Finance Pty Limited received a fee of AUD 0.2 million from JustKapital. JustKapital Limited (ASX:JKL) completed the acquisition of National Health Finance, DM, LLC from Presidio Investors LLC, Dave Wattel, Mark Siegel and others on September 28, 2018.