Review of Strategic Options

THIS IS AN ANNOUNCEMENT UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO CERTAINTY THAT SUCH AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE.

4th October 2024

Digitalbox plc

("Digitalbox" or the "Company" or the "Group")

Review of strategic options

Digitalbox plc, the mobile-first digital media business, which owns leading websites Entertainment Daily, The Daily Mash, The Poke, The Tab and TV Guide, today announces a Strategic Review of the business to consider a range of options and strategies, which may include a sale of the Company, with the objective of maximising shareholder value (the "Strategic Review").

The announcement of the Strategic Review follows the Company's release of its Interim Results for the six months ending 30 June 2024 in which it reported Group revenue growth to £1.6m (+32% y.o.y) and a net cash position at 20 September 2024 of £2.2m (+13% since 31 Dec 2023).

These results have been delivered by the Company's current strategy of acquiring and optimising digital assets it believes have the potential for profitable operation, particularly in the entertainment space. The application of this strategy has seen its acquired brands The Tab, The Poke and TV Guide all successfully moving into profitable trading and already achieving, or being on track to achieve, full payback of their acquisition costs within an 18-24 month period.

The Company also has plans to further expand its portfolio with highly targeted brand launches (the Verticals strategy) which can be delivered at pace via the use of a common platform.

However, following clear representations from a key shareholder, the Company believes it is important to consider all options for maximising shareholder value - especially during this period of extensive change in the digital media landscape - including exploring alternative ownership structures, the benefits of consolidation, or a sale of the Company.

The Strategic Review will be led by the company's independent Non-Executive Directors. We expect to first report progress on the Strategic Review at the end of November.

The Company will continue the advanced process of hiring a further Independent Non-Executive Director.

Takeover Code notes

The Takeover Panel Executive has granted a dispensation from the requirement of Rule 2.4 (a) and (b) of the Takeover Code such that Digitalbox is not required to identify any potential offeror which Digitalbox subsequently refers to the existence of in an announcement unless that potential offeror has been specifically identified in any rumour or speculation.

The Company is not currently in talks with any potential offeror and is not in receipt of any approach in regard to an offer. There can be no certainty that a transaction will be pursued by the Company, nor as to the terms of any eventual transaction.

Rule 26.1 disclosure

Rule 2.9 information

Notice to overseas investors