ONAR Holding Corporation (OTC PINK: ONAR) has entered into a definitive agreement to acquire Advertise Purple, a Santa Monica, California-based affiliate marketing agency. The transaction, valued at a maximum of $27.825 million, was completed on September 29, 2026, and was funded by a $15 million financing announced the previous day.
The acquisition consideration consists of three components: $12.825 million in cash, a $7.0 million unsecured promissory note issued by the buyer, and potential earnout payments. The earnout is structured as up to $8.0 million in additional cash, contingent on Advertise Purple achieving specified gross profit thresholds over three annual measurement periods beginning October 1, 2026.
Advertise Purple generated approximately $17.1 million of net revenue and $4.4 million of net income in fiscal year 2025, along with $6.6 million of adjusted EBITDA. The company manages affiliate programs for more than 400 active brands. Its proprietary data platform, Bloom, contains over 111 million performance records and will join ONAR’s technology division, ONAR Labs, alongside Retina AI and Cortex.
Under the terms of the deal, Advertise Purple’s Chief Executive Officer, Jonathan Moisan, and Chief Growth Officer, Rowland Hazard, will continue to lead the business. The buyer has issued the $7.0 million promissory note, which bears simple interest at 8.0% per annum and is due in full 36 months from issuance. The Company has unconditionally guaranteed the payment obligations under this note.
On a pro forma basis, the combined company generated approximately $23.5 million of revenue in fiscal year 2025, representing a seven-fold increase over ONAR’s standalone revenue for the same period. The acquisition is intended to support the Company’s plan to uplist to the Nasdaq Stock Market.
