0001362310-09-006311 Sample Contracts

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION Asset Purchase Agreement
Asset Purchase Agreement • May 1st, 2009 • Hearusa Inc • Retail-retail stores, nec

On April 27, 2009, Helix Hearing Care of America Corp. (the “Seller”) and 3371727 Canada, Inc. (“Canada”), both indirect wholly owned subsidiaries of HearUSA, Inc. (“HearUSA” or the “Company”), entered into and consummated an Asset Purchase Agreement with Helix Hearing, Inc. (“Helix”) pursuant to which we sold to Helix assets relating to our Canadian operations for cash consideration of approximately $23.7 million, plus assumption of certain balance sheet liabilities, and subject to certain retained assets and liabilities and post-closing adjustments (the “Canadian Sale”).

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