MedAdvisor (ASX:MDR) has entered into a binding agreement to sell its Australia-New Zealand business and associated intellectual property to Jonas Software AUS, for around AU$42.4 million, according to a Wednesday filing with the Australian bourse.

The deal includes a headline price of AU$35 million, with an uncapped three-year earn-out currently estimated at AU$7.4 million. A total of AU$8 million will be held back for post-completion adjustments, the filing said.

The sale, expected to close on July 8, will see MedAdvisor's US business continue under the name "MedAdvisor Solutions" via a royalty-free license, while the company will seek shareholder approval to change its name at the annual general meeting.

Shares of the company fell 2% in recent Wednesday trade.