St. Ives PLC Regulatory News (SIV)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER THE UK ?VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF ENGLISH LAW ?BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018, AS AMENDED.  ? UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS ?NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.?

12 January 2024 

Sivota plc

("Sivota" or the "Company")

Entry into a non-binding term sheet for a controlling interest in online technology platform

Sivota ( LSE:SIV ), the London listed investment vehicle focused on later-stage technology companies, is pleased to announce that the Company has entered into a non-binding term sheet (the "Term Sheet") with a leading online technology platform operating across the travel sector (the "Target").

The Company initially intends to raise c.£2,500,000 through the issue of new ordinary shares (the "Placing"), in order to provide the Target with a convertible loan to fund its working capital commitments for the short term. As such, the transaction is conditional, inter alia, on a successful Placing. There can be no certainty that the Placing will be successful. The convertible loan will, if converted, result in the Company holding c.10.2 per cent. of the Target's voting rights. The Placing will be undertaken utilising the existing shareholder authorities granted to the Company at its 2023 General Meeting.

Pursuant to the Term Sheet, Sivota also has the ability to acquire up to c.51 per cent of Target for a consideration of $15,000,000 (the "Transaction"). The Transaction is subject to the satisfaction of certain conditions precedent, including concluding all due-diligence, the entry into the definitive transaction documentation and passing at a General Meeting of the Company of such resolutions necessary to approve, implement and effect the Transaction. If the Directors decided to proceed with the Transaction, of which there is no certainty, it would likely constitute a Reverse Take Over ("RTO") under the Listing Rules on the basis of the Target's size of operations.

The Directors of Sivota believe the initial investment in the Target represents a value enhancing transaction for shareholders, which is fully aligned with the Company's investment strategy. The Directors of Sivota believe that they can assist Target in accelerating its go to market strategy and, in doing so, significantly enhancing value for both Sivota and Target stakeholders in the medium term.

There can be no certainty that the Transaction will proceed, and it remains subject to, ?amongst other things, entering into a definitive legal agreement and obtaining all other necessary approvals (if ?required).?

?A further announcement will be made in due course.?

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