Zinzino announced it has entered into an agreement and simultaneously closed a merger to combine with U.S.-based direct sales company It Works! in an all-share transaction, expanding Zinzino’s distribution footprint across North America and Europe. As part of the deal, Zinzino acquired the operational assets of It Works!’ U.S. business, including inventory, distributor agreements, customer agreements, and intellectual property rights.
Zinzino also said it acquired 100% of the shares in It Works! Marketing International UC, an Irish unlimited company, along with its wholly owned subsidiaries. The company framed the combination as aligned with its broader growth strategy in personal health and well-being, supported by a tech-first approach and a test-based nutrition concept.
The fixed purchase price is $30 million, paid through a directed set-off issue of 1,843,840 Zinzino B-shares. Zinzino said the subscription price in the directed issue was SEK 145.62 per B-share, matching the volume-weighted average price of the B-share two business days prior to signing and closing. In addition to the fixed consideration, Zinzino said an additional purchase price estimated at USD 4 million could be paid over a five-year period based on future sales development, also settled entirely in newly issued B-shares.
Zinzino estimated the combination with It Works! will generate more than USD 60 million in additional revenue in 2026, with growth expected from synergies across the companies’ networks as well as from leveraging Zinzino’s existing technical platform and organization. It Works! was described as a global direct sales brand in health and beauty with operations primarily in North America and Europe.
The directed issue was resolved by Zinzino’s board under authorization granted by the company’s annual general meeting on May 28, 2025. Zinzino said the deviation from shareholders’ preferential rights was intended to enable the company to fulfill its obligations under the asset and share transfer agreement and to preserve flexibility to execute strategically important acquisitions using directed issues. Following the issuance, Zinzino said the number of shares increased from 36,319,540 to 38,163,380, split into 5,113,392 A shares and 33,049,988 B shares, and that the issue implies dilution of approximately 4.83% of total shares and about 2.24% of total votes.
KEY QUOTE:
“Individual advice and tailor-made solutions are the future, and not just in health and wellness,” say Dag Bergheim Pettersen, CEO of Zinzino, and Mark Pentecost, President and Founder of It Works! Together, we have many years of combined industry experience and everything it takes to drive the modern, personalized shopping experience through direct sales.
Dag Bergheim Pettersen, CEO, Zinzino; Mark Pentecost, President and Founder, It Works!
