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HAMILTON THORNE ANNOUNCES THE ACQUISITION OF TEK-EVENT PTY LTD.

Expands the Company’s proprietary product offerings with the addition of Tek-Event’s Cell-Tek Microscope Chamber

Provides a direct sales and support platform for the entire Hamilton Thorne product portfolio in Australia

BEVERLY, MA and TORONTO, Ontario – May 4, 2021 – Hamilton Thorne Ltd. (TSX-V: HTL), a leading provider of precision instruments, consumables, software and services to the Assisted Reproductive Technologies (ART), research, and cell biology markets, today announced that it has completed the acquisition of Tek-Event Pty Ltd.

Tek-Event, based in suburban Sydney, Australia, is the manufacturer of the Cell-Tek Microscope Chamber, a specialized product for controlling temperature, air flow, humidification, and air quality that is used in ART and laboratory markets worldwide. The Cell-Tek Chamber is designed to create an optimum environment for visually examining, manipulating, transferring, or assessing oocytes and embryos for in-vitro fertilization (IVF). Tek-Event is also a value-added reseller of a select range of capital equipment and consumables, including those manufactured by Hamilton Thorne. Tek-Event serves approximately 90% of IVF clinics in Australia.

Acquisition Details

Hamilton Thorne acquired the capital stock of Tek-Event Pty Ltd. for a purchase price of approximately A$1.1 million (approximately US$860,000), plus closing adjustments, paid at closing, with the potential for the payment of additional purchase price of up to approximately A$590,000 (approximately US$460,000), based on achieving certain financial targets. The purchase price paid at closing is equal to approximately 1.15 times Tek-Event’s annualized nine-month sales for its fiscal year ending June 30, 2021.

“This acquisition represents a unique opportunity to add a high-quality product line with significant growth potential to our product portfolio, as well as to establish a direct sales presence in Australia,” stated David Wolf, President and CEO of Hamilton Thorne. “While this is a relatively small transaction, it is strategic and accretive. In addition to this transaction, we have an active pipeline and are actively working on multiple opportunities. We are mindful, however, that acquisition completion is hard to predict and the effects of the Covid-19 pandemic could affect this goal.”

Key Benefits of the Transaction

  • Addition of the Cell-Tek Microscope Chamber, a premium product that diversifies and increases Hamilton Thorne’s product offerings to the ART laboratory
  • Provides a direct sales and support platform for the entire Hamilton Thorne portfolio of products in Australia
  • Opportunity to increase Cell-Tek Microscope Chamber sales by leveraging Hamilton Thorne’s established worldwide sales and marketing resources
  • Non-dilutive transaction financed through its cash on hand
  • Expected to be accretive to revenue and Adjusted EBITDA in 2021

Tek-Event will operate as a part of Hamilton Thorne’s Planer Limited subsidiary and will retain its brand identity and all personnel. Additional information on Tek-Event and the Cell-Tek Microscope Chamber can be found at https://tekevent.com.

About Hamilton Thorne Ltd. (www.hamiltonthorne.ltd)

Hamilton Thorne is a leading global provider of precision instruments, consumables, software and services that reduce cost, increase productivity, improve results and enable breakthroughs in Assisted Reproductive Technologies (ART), research, and cell biology markets. Hamilton Thorne markets its products and services under the Hamilton Thorne, Gynemed, Planer, and Embryotech Laboratories brands, through its growing sales force and distributors worldwide. Hamilton Thorne’s customer base consists of fertility clinics, university research centers, animal breeding facilities, pharmaceutical companies, biotechnology companies, and other commercial and academic research establishments.

Neither the TSX Venture Exchange, nor its regulation services provider (as that term is defined in the policies of the exchange), accepts responsibility for the adequacy or accuracy of this release.

To supplement our financial results on an IFRS basis, we use certain non-IFRS measures that we believe are helpful in understanding those results, including earnings before interest, income taxes, depreciation, amortization, share-based compensation expense, changes in fair value of derivatives and identified acquisition costs related to completed transactions (“Adjusted EBITDA”), Organic Growth, and Constant Currency. See section entitled “Use of Non-IFRS Measures” and “Results of Operations” in the Company’s Management Discussion and Analysis for the periods covered for further information and a reconciliation of Adjusted EBITDA to Net Income.

Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in filings by the Company with the Canadian securities regulators, which filings are available at www.sedar.com.

For more information, please contact:

David Wolf, President & CEO
Hamilton Thorne Ltd.
978-921-2050
ir [AT] hamiltonthorne [DOT] ltd
Michael Bruns, CFO
Hamilton Thorne Ltd.    
978-921-2050 
ir [AT] hamiltonthorne [DOT] ltd
Glen Akselrod
Bristol Investor Relations   
905-326-1888
glen [AT] bristolir [DOT] com

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