ParagonCare (ASX:PGC) Announces $70M Haju Medical Acquisition to Accelerate Asia-Pacific Aesthetics Expansion
In a recent ASX announcement, ParagonCare Limited (ASX:PGC) has detailed a strategic move to strengthen its position in the medical aesthetics sector through the acquisition of Haju Medical, valued at A$70 million. This transformative deal represents a significant milestone for the healthcare wholesaler and distributor as it expands its footprint across the Asia-Pacific region. The acquisition targets Haju Medical, a prominent provider of medical aesthetic services and technology in Indonesia’s rapidly growing beauty and wellness market.
The transaction structure balances immediate investment with performance-linked payments, comprising A$30 million upfront and the remaining A$40 million distributed over approximately two years. This deferred payment arrangement is contingent upon Haju Medical achieving minimum EBITDA targets during the earnout period, ensuring alignment between both parties’ interests whilst providing downside protection for ParagonCare shareholders.
Haju Medical delivered impressive financial performance in 2024, reporting annual revenue of A$30 million and EBITDA of A$7.7 million for the financial year ending 31 December 2024. The acquisition is anticipated to be earnings accretive in FY26, meaning it will positively contribute to ParagonCare’s earnings per share following completion.
Why is ParagonCare acquiring Haju Medical?
The strategic rationale behind this acquisition centres on accelerating the company’s comprehensive Asian footprint strategy. ParagonCare aims to position itself as an integrated regional partner capable of servicing original equipment manufacturers (OEMs) across the entire Asia-Pacific region.
Furthermore, the acquisition provides ParagonCare with immediate access to Indonesia, Southeast Asia’s largest economy with a population exceeding 280 million people. This market entry complements the company’s existing operations in Australia, New Zealand, Thailand, the Philippines, Vietnam and Japan, creating a powerful regional network for aesthetics distribution.
The medical aesthetics sector differs markedly from traditional medical device distribution. It operates on a consumable-driven business model with higher profit margins, and relies on elective procedures driven by beauty and wellness spending rather than medical necessity. For instance, products such as dermal fillers, botulinum toxins and advanced skin treatments generate recurring revenue streams as treatments require regular maintenance.
Key strategic benefits include:
- Immediate market access to Indonesia’s 280+ million population
- Complementary operations to ParagonCare’s existing Thailand business
- Direct access to South Korean aesthetics manufacturers through Haju’s buying house
- Comprehensive service infrastructure including training and marketing support
- Retention of existing management expertise under CEO Jay Won
The acquisition strengthens ParagonCare’s value proposition to OEM manufacturers, who increasingly prefer regional distribution partners offering end-to-end support across multiple markets rather than fragmented country-by-country arrangements.
How is the ParagonCare Haju Medical Acquisition structured?
The deal structure reflects a carefully calibrated approach designed to balance risk and reward whilst maintaining operational continuity. The total consideration of A$70 million is payable in stages, with performance conditions attached to deferred payments.
ParagonCare will pay A$30 million on completion, expected on or around 30 January 2026. The remaining A$40 million will be distributed over approximately two years post-completion, subject to Haju Medical achieving minimum EBITDA targets during the earnout period. This structure incentivises Haju’s management team to maintain and grow operational performance whilst providing ParagonCare with protection against underperformance.
In addition, the retention of Haju’s current CEO Jay Won represents a critical component of the transaction structure. In relationship-driven markets such as Indonesia, management continuity ensures smooth integration and preserves valuable customer relationships, supplier connections and institutional knowledge.
| Deal Component | Amount | Timing/Conditions |
|---|---|---|
| Upfront payment | A$30 million | On completion (~30 January 2026) |
| Deferred consideration | A$40 million | Over ~2 years post-completion |
| Performance conditions | Minimum EBITDA targets | Applied to deferred payments |
| Total consideration | A$70 million | Subject to pre-completion adjustments |
Completion remains subject to several customary conditions including obtaining merger filing clearance in South Korea, securing necessary change of control consents from counterparties, and completing pre-acquisition announcements and creditor clearance in Indonesia.
What business model does Haju Medical operate?
Established in 2014, Haju Medical operates through a dual-entity structure comprising PT Haju Medical Indonesia and Insightof Co., Ltd in South Korea. This configuration enables the business to maintain direct access to South Korean manufacturers whilst serving Indonesian clinics and dealers through a comprehensive three-pillar operating model.
The first pillar centres on distribution and import operations. Haju operates a buying house in South Korea to source premium aesthetics products for export to Indonesia. This direct manufacturer access provides competitive pricing advantages and early access to new technologies emerging from South Korea, a global innovation hub for medical aesthetics.
The second pillar delivers education and training services. Haju organises workshops and training sessions led by respected aesthetic doctors from South Korea, building practitioner capability and product loyalty amongst Indonesian clinics. This educational infrastructure creates significant switching barriers as practitioners become proficient with specific products and techniques.
The third pillar provides marketing support, with Haju supplying clinics with marketing materials, product information and technical assistance. This comprehensive support infrastructure differentiates Haju from basic distributors and creates recurring touchpoints with customers, fostering sticky relationships that generate long-term value.
Haju currently employs 103 staff, with 100 based in Indonesia and three in South Korea. This localised operational structure provides deep market penetration and cultural understanding in Indonesia whilst maintaining direct access to South Korean supply chains.
| Business Pillar | Function | Strategic Value |
|---|---|---|
| Distribution/Import | South Korea buying house sources premium aesthetics products | Direct manufacturer access, competitive pricing, supply chain control |
| Education/Training | Workshops led by South Korean aesthetic doctors | Builds practitioner capability, drives product adoption, creates switching barriers |
| Marketing Support | Materials, product information, technical assistance | Differentiates from basic distribution, generates recurring customer touchpoints |
How will ParagonCare fund the acquisition?
ParagonCare will fund the A$70 million acquisition through previously announced working capital facilities and existing group cash resources, with no equity raising required. This approach preserves shareholder value by avoiding dilution whilst executing on material merger and acquisition opportunities.
The company has secured a NZ$12 million facility (approximately A$10.6 million) in New Zealand and a US$17 million facility (approximately A$26.1 million) in Thailand. These facilities, combined with surplus cash available within the ParagonCare Group, will support funding for both the Haju Medical acquisition and the previously announced Somnotec acquisition.
Moreover, the dual-purpose funding structure demonstrates ParagonCare’s balance sheet capacity to execute multiple strategic acquisitions simultaneously without diluting existing shareholders. The working capital facilities are strategically positioned in key growth markets, reflecting banking confidence in ParagonCare’s regional expansion strategy.
| Funding Source | Amount (Local Currency) | Amount (AUD Equivalent) |
|---|---|---|
| New Zealand facility | NZ$12 million | ~A$10.6 million |
| Thailand facility | US$17 million | ~A$26.1 million |
| Surplus group cash | Not disclosed | Sufficient for balance of upfront payment |
| Total available | — | Supports Haju + Somnotec acquisitions |
What geographic footprint will ParagonCare have post-acquisition?
The ParagonCare Haju Medical Acquisition accelerates the company’s stated strategy to establish comprehensive Asian footprint capability, enabling ParagonCare to service OEM manufacturers across the entire Asia-Pacific region. This expanded geographic coverage creates a powerful competitive advantage in attracting multinational partnerships.
ParagonCare’s geographic coverage post-acquisition spans established, expanding and newly entered markets. Australia and New Zealand represent mature aesthetics operations with established customer relationships, regulatory expertise and proven distribution infrastructure.
Thailand, the Philippines, Vietnam and Japan represent expanding markets where ParagonCare has emerging aesthetics operations. The Thailand presence is described as “highly complementary” to Haju Medical, suggesting significant potential for cross-market synergies and knowledge transfer.
Indonesia, accessed through the Haju acquisition, represents a new market for ParagonCare. However, it offers substantial long-term growth potential as middle-class wealth increases and demand for aesthetic treatments grows. This acquisition solidifies ParagonCare’s position as a leading regional distributor, creating a powerful network that spans from established markets in Australia to high-growth economies across Southeast Asia. This investor update highlights a strategic move expected to deliver long-term value to shareholders by capturing growth in the lucrative medical aesthetics sector.
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