LifeMD sells majority stake in WorkSimpli for $65M enterprise value; receives $22M cash at close

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

Mr. Owens, Ms. Owens and JAO, the “Sellers”), and Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration for the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

the Company purchased substantially all of the assets and certain specified liabilities of Seller for $14,000,000, subject to certain customary adjustments for working capital, transaction expenses, and cash, on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Transaction closed simultaneously with the execution of the Purchase Agreement.

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

On May 5, 2026 (the “Closing Date”), Applied Digital Corporation, a Nevada corporation (the “Company”), completed the previously announced divestiture of its cloud business pursuant to that certain Contribution and Exchange Agreement

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

Purchase Agreement) for purposes of consummating the acquisition of DTR at Closing. At the closing of the acquisition of DTR (the “Closing”), the Company issued an aggregate of 11,316,775 shares (such shares, the “Consideration Shares”) of its Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), comprised of (A) 31.5% of (i) the aggregate

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

in its capacity as representative of the Sellers. After giving effect to the transactions contemplated by the Purchase Agreement, the aggregate consideration consisted of (i) 220,007 shares (the “Mikytuck Rollover Securities”) of Class A Common Stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) issued to Mr. Mikytuck, (ii) 69,511

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

delivery. In consideration for the Purchased Shares, the Company agreed to the following consideration to Mandragola: (i) a cash payment of Seven Hundred Fifty Thousand Dollars ($750,000), of which Four Hundred Fifty Thousand ($450,000) was advanced by the Company; (ii) the issuance of an unsecured convertible promissory note in the principal amount of Three

This filing

aggregate purchase price paid at close and 53.8% ($28.0 million) subject to future performance targets, for an aggregate purchase consideration paid to the Sellers of up to $52.0 million: ● 46.2% of the aggregate purchase price consists of a cash payment equal to the base purchase price of $24.0 million, subject to adjustments for net working capital, cash,

Comparable filing

active engagements with Elbit Systems Ltd (TASE/Nasdaq: ESLT) and other top Israel’s preeminent defense prime contractors. As consideration, the Company issued to Water IO: (i) 1,300,000 shares of common stock ; and (ii) a non-convertible promissory note in the amount of $1,250,000 , bearing interest at the short-term applicable federal rate, payable July 7, 2026.