Grindr Inc. has entered into a definitive agreement to acquire PurposeMed Inc., the parent company of the telehealth brand Freddie, for a base purchase price of $250 million. The transaction is expected to close in the fourth quarter of 2026, subject to customary closing conditions.

The acquisition consideration consists of $190 million in cash and $60 million in Grindr common stock. The stock portion is valued at $15.58 per share, representing 3,851,684 shares. These shares will be issued under an exemption from registration and are subject to a 12-month lock-up period following the closing.

In addition to the base price, the agreement includes an earnout provision of up to $70 million in cash. This additional payment is contingent upon PurposeMed achieving certain financial performance targets for the fiscal year ending December 31, 2027, and would be payable following the end of the applicable measurement period.

Grindr Inc. has guaranteed the obligations of its wholly owned subsidiary under the Securities Purchase Agreement. The company has also obtained buyer-side representations and warranties insurance policy and secured indemnification from certain sellers for specified liabilities.

Under the terms of the deal, Grindr will acquire PurposeMed’s partnerships with affiliated clinical networks. PurposeMed is the parent company behind the Freddie brand, a telehealth provider of PrEP and HIV prevention care. The company was founded in Canada in 2020 and has served over 55,000 patients across Canada and the United States.

The transaction is expected to have an immaterial impact on Grindr’s 2026 financial results. Grindr expects to provide additional details on its 2027 outlook during its third-quarter earnings call in November.