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Additional Letter of Intent Signed

In brief · summary, not quotable

Planmatics receives additional letter of intent from shareholder representing 9.84% of Empresaria Group.

  • Proposed cash consideration per share 10 pence
  • Proposed loan notes per share 50 pence nominal
  • Loan notes interest rate 2.6% per annum
  • Hendriks Family shareholding 4,906,133 shares (9.84%)
  • Total shareholder support for offer 34,966,310 shares (70.14%)
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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 Stichting Hendriks Family Office and Geertruida Maria R van Bergen/Petrus Franciscus G Hendriks ("Hendriks Family")

On 11 July 2025, Hendriks Family signed a non-binding letter of intent (the "LOI") 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 their entire holding of 4,906,133 Ordinary Shares, representing approximately 9.84% per cent. of the existing issued ordinary share capital of the Company as at close of business on 11 July 2025.

In aggregate with the irrevocable undertakings and the letters of intent already announced, Planmatics has received support from shareholders in respect of 34,966,310 ordinary shares (representing 70.14% per cent of the issued share capital of Company as at 11 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 Planmatics 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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