ShiftPixy agrees to acquire Neozene for $16.5M in cash and stock

ShiftPixy, Inc.

Total consideration $16.5M: $5.5M cash at close, $5.5M in stock at 9 months, $5.5M in stock at 18 months contingent on 90% of pre-closing gross revenue.
Target (Neozene) has annual revenue run rate $58M, EBITDA $3.4M, 94 commercial accounts, and over 35,800 worksite employees.
Acquisition expected to close in Q2 2024, subject to customary conditions and ShiftPixy securing financing.
CEO Scott Absher describes this as the first in a series of acquisitions to expand market presence in the Gig Economy.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ShiftPixy, Inc. entered into Asset Purchase Agreement with Neozene, Inc. Principals and affiliated Seller Entities valued at $16,500,000 (effective 2024-03-22).

Action: entry
Agreement: asset purchase
Counterparty: Neozene, Inc. Principals and affiliated Seller Entities
Value: $16,500,000
Effective: 2024-03-22

Exact text from the filing

On March 22, 2024, ShiftPixy, Inc. (the “Company”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”) with the owners of Neozene, Inc. (the “Principals”) and affiliated Seller Entities (collectively the “Sellers”) pursuant to which the Company will be acquiring substantially all of the assets of the Sellers

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Source: SEC EDGAR

accession 0001477932-24-001473

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