Carmell Acquires Elevai Skincare in Strategic Bio-Aesthetic Expansion
Deal News | Jan 02, 2025 | Globenewswire
Carmell Corporation, a bio-aesthetics company specializing in skin and hair health, has announced the execution of a definitive agreement to acquire Elevai Skincare from PMGC Holdings Inc. for approximately $1.1 million in common stock, alongside cash and contingent earnout considerations. The acquisition includes Elevai's skincare and haircare product portfolio, commercial and product development team, and inventory. The agreement outlines additional financial incentives based on the future performance of Elevai's hair and scalp products. This acquisition aims to enhance Carmell's platform by integrating advances in stem cell-derived exosome technology, notably boosting their bio-aesthetic skincare offerings. As part of the transaction, Carmell will assume Elevai's contractual liabilities. The transaction involves forward-looking statements that discuss potential risks and challenges, including the completion and integration of the acquisition.
Sectors
- Bio-Aesthetics
- Skincare and Haircare
Geography
- United States – The companies involved, Carmell and PMGC Holdings (Elevai Skincare), are both based in the United States, which is a key market for bio-aesthetic and skincare products.
Industry
- Bio-Aesthetics – Carmell operates within the bio-aesthetics sector, a specialized industry focused on the use of biological processes and materials, such as stem cell-derived exosome technology, for enhancing skin and hair health.
- Skincare and Haircare – Elevai Skincare operates in the skincare and haircare industry, offering physician-dispensed products utilizing innovative technologies aimed at improving skin and hair health.
Financials
- $1.1 million – Stock consideration distributed in Carmell common stock at the closing of the acquisition.
- $57,000 – Cash to be paid upon the sale of specified inventory existing at the closing.
- 5% of net sales – Annual earnout consideration for Elevai's existing products over five years following the acquisition.
- $500,000 – One-time milestone payment if Elevai achieves $500,000 in net revenue from hair and scalp products within 24 months.
- $2.5 million – Elevai's trailing twelve-month revenue for its product portfolio.
Participants
| Name | Role | Type | Description |
|---|---|---|---|
| Carmell Corporation | Bidding Company | Company | Carmell is a bio-aesthetics company focused on utilizing biological processes like the Carmell Secretome to enhance skin and hair health. |
| PMGC Holdings Inc. | Selling Company | Company | PMGC Holdings Inc. is a diversified holding company, the parent of Elevai Skincare, involved in skin and haircare through its subsidiary. |
| Elevai Skincare Inc. | Target Company | Company | Elevai Skincare is a subsidiary of PMGC Holdings, specializing in physician-dispensed skincare and haircare products using advanced technologies. |
| Rajiv Shukla | Chairman of Carmell | Person | Chairman of Carmell, involved in announcing and overseeing the strategic acquisition of Elevai Skincare. |