Singular Health Group Ltd (ASX:SHG) entered into an asset sale agreement to acquire certain 3D printing assets from Global3D Pty Ltd for AUD 1 million on December 6, 2022. The Transaction consideration payable to Global3D comprises 5,500,000 fully paid ordinary Shares (Completion Shares) and 1,720,000 freely attaching unlisted options to acquire Shares with an exercise price of AUD 0.20 and a term of three years from completion (Completion Options). Global3D will have the opportunity to earn up to a further 900,000 Shares (Earn-Out Shares) and 280,000 freely attaching unlisted Options (with an exercise price of AUD 0.20 and a term of three years from the first anniversary of completion) (Earn-Out Options) in connection with an earn-out triggered in the event Singular 3DP achieves gross revenue within the twelve months following completion of the Transaction in excess of AUD 550,000 (subject to Singular 3DP also achieving an EBITDA margin equal to or greater than 10% on gross revenue during the same period). Initial tranche of 5,500,000 Singular Health with 60% at a 12 escrow and 40% on a 6-month escrow. In related transaction, Singular Health launched Share Purchase Plan to raise AUD 1 million at AUD 0.115 per share. Global3D's joint founders, Paul Cummings and Nigel Brown will be appointed as working directors of the Singular Health subsidiary, Singular 3DP, which will own and operate the Transaction Assets from completion. In connection with their appointment as directors of Singular 3DP, and distinct from the consideration payable to Global3D under the Transaction, Paul Cummings and Nigel Brown will each be issued 3,000,000 performance rights (with various revenue based performance milestones) under Singular Health's existing Employee Share Option Plan. The Transaction is subject to a number of conditions precedents including vendor shareholder consent, novation of certain material contracts and other customary condition precedents. Completion of the Transaction is currently being targeted for January 9, 2023.

Singular Health Group Ltd (ASX:SHG) completed the acquisition of certain 3D printing assets from Global3D Pty Ltd on January 25, 2023.