EMBRACE FERTILITY PTY LTD

Genea - Embrace Fertility

Genea Holdco SA Pty Limited (Genea) (via a newly created special purpose vehicle Genea Bidco SA Pty Ltd) proposes to acquire 100% of the shares in Embrace Fertility Pty Ltd (Embrace Fertility). In return, the owner of Embrace Fertility will hold a minority equity interest in Genea (the Acquisition). Genea owns and operates an IVF and fertility business called Fertility SA that provides assisted reproduction services via a clinic in Adelaide, South Australia, as well as clinics in other states. Embrace Fertility is an independent gynaecology and IVF and fertility business providing assisted reproduction services in Adelaide, South Australia. Historically, Repromed has provided laboratory services to Embrace Fertility, however, Genea would provide these services going forward. The parties overlap in the supply of IVF and fertility services in Adelaide, South Australia.