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Additional Letter of Intent Signed

In brief · summary, not quotable

Planmatics receives additional letter of intent from shareholder owning 3.29% supporting takeover approach.

  • Offer price in cash 10 pence per ordinary share
  • Offer price in loan notes 50 pence nominal per ordinary share
  • Loan note interest rate 2.6% per annum
  • Loan note redemption third anniversary of Completion
  • Shareholder support received 60.30% of issued share capital
  • Shareholding in LOI 1,638,328 ordinary shares (3.29%)
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Introduction

  • 10 pence per ordinary share of 5 pence each in the share capital of Empresaria (the "Ordinary Shares"), paid in cash at completion of any offer ("Completion"); and
  • 50 pence nominal per Ordinary Share, to be settled in unsecured loan notes redeemable for cash on the third anniversary of Completion. Such loan notes would accrue an annual interest rate of 2.6% payable on the third anniversary of Completion.

The Possible Offer may be implemented by way of a Court-sanctioned scheme of arrangement ("Scheme") or a takeover offer ("Takeover Offer"). The full terms of any offer will be set out in a formal Scheme document or Takeover Offer document (the "Offer Document") addressed to the shareholders of the Company.

Letter of intent given by Ophorst Van Marwijk Kooy Vermogensbeheer N.V. ("Ophorst")

On 2 July 2025, Ophorst signed non-binding letter of intent (the "LOI"), received by Planmatics on 3 July 2025, confirming their intention, as at the date of the letter, to vote in favour (or procure the vote in favour) of any Scheme or to accept (or procure acceptance of) the Takeover Offer in respect of its entire holding of 1,638,328 Ordinary Shares, representing approximately 3.29% per cent. of the existing issued ordinary share capital of the Company as at close of business on 3 July 2025.

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In aggregate with the irrevocable undertakings and the letter of intent already announced on 2 July 2025, Planmatics has received support from shareholders in respect of 30,060,177 ordinary shares (representing 60.30% per cent of the issued share capital of Company as at 3 July 2025).

Further announcements will be made, as appropriate, in due course. The LOI is available for viewing at https://planmatics.net

Enquries

Planmatics Limitedcorporate@planmatics.net
CGL (Dubai) Limited - lead financial advisor to Planmatics and the Consortium Sachin Mahajansmahajan@cgl.ae +971 50 222 4014
OAK Securities - financial adviser to Planmtics and the Consortium Calvin Mancalvin.man@oak-securities.com +44 7733 117328

Notice related to financial advisers

Rule 26.1 disclosure

Additional Information

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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