Braveheart Inv Regulatory News (BRH)

The information contained within this announcement is deemed by the Company to constitute inside information pursuant to Article 7 of EU Regulation 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 as amended.

22 December 2023

Braveheart Investment Group Plc

("Braveheart", the "Company" or the "Group")

Proposed sale of Phasefocus

Braveheart Investment Group (AIM: BRH), is pleased to announce the conditional sale of Phasefocus Holdings Limited ("Phasefocus") to Bruker UK Limited ("Bruker"), a global analytical instrumentation company, for a consideration of £5 million (the "Sale").

The shareholders of Phasefocus ("Phasefocus Shareholders"), including Braveheart, have on 21 December 2023, entered into a conditional sale and purchase agreement (the "Agreement") with Bruker, pursuant to which Bruker will acquire 100% of the share capital of Phasefocus. Completion of the Sale is subject to customary closing conditions being satisfied and the granting of probate relating to a deceased Phasefocus Shareholder and is therefore expected to take place in Q1 2024.

The total consideration for the Sale will be payable in cash, subject to customary adjustments for working capital, cash, debt and transaction costs and represents a Sale price of £17.74 per Phasefocus share. Braveheart holds 48.3% of the issued share capital of Phasefocus and the Board of Braveheart estimates that the total proceeds receivable by the Company for the Sale will be approximately £2.1 million (after expenses).

Phasefocus' imaging and analysis system, Livecyte®, uses a novel patented method for high fidelity quantitative imaging and microscopy. In the year ended 31 December 2022, Phasefocus incurred a loss before taxation of £990,854. This loss was incurred due to the write down of a loan with its 100% owned trading subsidiary, Phase Focus Limited. The trading loss after tax of Phase Focus Limited was limited to £361,634 in the year ending 31 December 2022.

The book value of Braveheart's investment in Phasefocus as at 31 March 2023 was £2.5 million. On 21 August 2023, Braveheart announced it had purchased an additional 18,750 new ordinary shares in Phasefocus at a price of £8 per share for a total consideration of £150,000.

Following completion of the Sale, the Braveheart Board will consider whether the proceeds should be applied towards furthering the Company's strategy of investing in and growing technology-based companies in line with the investing strategy or whether to distribute the proceeds to shareholders via a special dividend. A further update will be provided on this in due course.

A further announcement will be made on completion of the Sale.

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