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Life Pharmacy transaction meets final condition

Media release

Friday 4th March 2005

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Beauty Direct and Online Ltd today announced that all conditions relating to the acquisition of Life Pharmacy have now been met.

The owners of 16 of the pharmacy companies under offer (representing 17 individual pharmacies) have now completed all transfer documents including shareholder agreements, franchise and service agreements and management agreements, and each pharmacy has adopted a new constitution. This exceeds the agreed threshold of 15 pharmacy companies, making the transaction unconditional. Settlement has occurred and Beauty Direct now owns 49% of each of the individual pharmacies, thereby becoming New Zealand's first listed pharmacy group.

Shares will be issued to the vendors on 11 March. The company will then consolidate its share capital on a 1 for 20 basis, with a record date of 11 March, effective 14 March, and will change its name to Life Pharmacy Limited, trading under the NZX code LPL.

The Company expects transfer documents on the 17th pharmacy company to be completed next week.

Last week the company announced that government regulatory body MedSafe had approved the transfer of licences for all the pharmacy companies under offer, with licences effective from 1 March 2005.

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