Amir SohailNEWPORT BEACH, Calif., (ZEEST MEDIA) — PMGC Holdings Inc. (NASDAQ: ELAB) (“PMGC”, the “Company”, “we” or “us”), a diversified public holding company currently executing a targeted roll-up strategy across U.S.-based manufacturing, today announced that it has entered into a non-binding letter of intent (the “LOI”) to acquire a seventy-six percent (76%) controlling interest in a privately held, Arizona based U.S.-based precision machining and contract manufacturing company (the “Target”). The transaction (the “Transaction”) would result in the Target’s existing owners retaining a 24% minority interest following closing. Based on unaudited financial information provided to PMGC by the Target, the Target generated approximately $5.46 million in revenue and approximately $1.05 million in EBITDA for fiscal year 2025.
The LOI provides PMGC with a defined exclusivity period, during which the Target and its representatives may not solicit or negotiate competing offers, providing the Company with a protected window to complete confirmatory due diligence and negotiate definitive documentation.
Founded in 2006, the Target is a precision machining contract manufacturer specializing in high-tolerance, multi-axis CNC machining, including Swiss machining, multi-axis milling, and multi-tasking turning of complex metal and plastic components. The Target has operated for nearly two decades and machines a broad range of materials, including aluminum, brass, stainless steel, titanium, Inconel, and engineered plastics, supported by value-added capabilities, such as laser marking, ultrasonic cleaning, microscopic deburring and microblasting, coordinating measuring machine (CMM) inspection, and performing light assembly.
The Target serves a diversified base of long-tenured industrial and commercial customers across the aerospace, space, defense, flow control, semiconductor, medical device, and equipment manufacturing sectors, with average customer relationships spanning approximately a decade and a majority of revenue derived from repeat and long-term customers. This recurring revenue profile, combined with a multi-year order backlog, provides meaningful visibility into future work. The Target maintains AS9100 compliance, ISO 9001:2015 certification, and ITAR registration, qualifying it to serve stringent, highly regulated aerospace, space, and defense programs where precision Swiss machining capacity is in structurally short supply.
As represented by the Target’s management, the business generated an adjusted EBITDA margin of over 20% on a trailing-twelve-month basis, reflecting the high value-add nature of its precision manufacturing operations, disciplined cost build-up pricing, and a digitally enabled production and tooling infrastructure. The Target’s aerospace and defense end-market exposure has grown substantially in recent years, rising from a single-digit share of revenue to more than 30%, consistent with broader industry demand for domestically produced, high-precision components.
Transaction Overview
Under the terms of the LOI, PMGC would acquire a 76% controlling interest in the Target for cash, with the Target’s existing owners retaining the remaining 24% interest. The proposed consideration for this interest is subject to confirmatory due diligence. The LOI is non-binding, except with respect to customary provisions regarding exclusivity, confidentiality, expenses, and governing law, and completion of the Transaction is subject to customary closing conditions, including the negotiation and execution of a definitive purchase agreement, the completion of a financial statement audit of the Target, and applicable board and regulatory approvals. There can be no assurance that the Transaction will be completed on the terms described herein, or at all.
The proposed Transaction is consistent with PMGC’s stated strategy of building a vertically integrated U.S.-based precision manufacturing platform through disciplined, accretive acquisitions. The Target would complement the Company’s existing precision manufacturing capabilities through its subsidiaries, AGA Precision Systems, SVM Machining, and A&B Aerospace, expanding PMGC’s aggregate machining capacity, end-market diversification, and addressable market across the commercial aerospace, space, defense, and broader industrial supply chains. The Target’s specialized CNC Swiss machining capabilities, certifications, and established, long-cycle customer relationships are high-barrier-to-entry assets that are difficult to replicate and well aligned with national reshoring and domestic supply chain security priorities.
If consummated, the Transaction would further diversify PMGC’s consolidated revenue base across the aerospace, defense, semiconductor, and industrial sectors, and would add a profitable, cash-generative manufacturing business with recurring revenue and strong backlog visibility. The Company expects the Target’s operations to benefit from integration with PMGC’s centralized corporate and operating infrastructure, as well as cross-selling opportunities across the Company’s existing manufacturing customer relationships.
Next Steps to Close
We are currently engaging our auditors to begin a 2-year historical financial audit and interim review of 2026 financial records of the target-to-target completion and closing before Q4 2026. We cannot assure that the US GAAP audit can be completed and the closing will occur, or that audited financial statements will not significantly differ from the unaudited financial statements provided by the Target to us.
About PMGC Holdings Inc.
PMGC Holdings Inc. is a diversified holding company that manages and grows its portfolio through strategic acquisitions, investments, and development across various industries. We are committed to exploring opportunities in multiple sectors to maximize growth and value. For more information, please visit https://www.pmgcholdings.com.
Forward-Looking Statements
Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Words such as “believes,” “expects,” “plans,” “potential,” “would” and “future” or similar expressions such as “look forward” are intended to identify forward-looking statements. Forward-looking statements are made as of the date of this press release and are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy, activities of regulators and future regulations and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Although the Company believes that the expectations expressed in these forward-looking statements are reasonable, it cannot assure you that such expectations will turn out to be correct, and the Company cautions investors that actual results may differ materially from the anticipated results. Therefore, you should not rely on any of these forward-looking statements. These and other risks are described more fully in PMGC’s filings with the United States Securities and Exchange Commission (“SEC”), including the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 30, 2026, and its other documents subsequently filed with or furnished to the SEC. Investors and security holders are urged to read these documents free of charge on the SEC’s web site at www.sec.gov. All forward-looking statements contained in this press release speak only as of the date on which they were made. Except to the extent required by law, the Company undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.
IR Contact: IR@pmgcholdings.com
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