Termination of Potential Acquisition

The Company announces that the proposed acquisition of Cuarta Dimension Medica SL ("4DM") in exchange for the issue of new ordinary shares in the Company ("Proposed Acquisition") has been terminated.

As announced on 29 June 2026, change of control provisions in respect of 4DM caused a delay to completion of the transaction documentation. In particular, Seed was informed by 4DM that as Seed is a foreign investor, the acquisition of 4DM would be subject to prior authorisation by the Spanish Ministry of Economy, Trade and Business due to 4DM, being active in a strategic sector (artificial intelligence). The Company has now been informed by 4DM that such authorisation would not be forthcoming and accordingly, discussions have been terminated.

Seed Capital Chairman Damion Greef commented: "We had worked diligently with our advisory team over the last year to progress the transaction documentation required to complete the Proposed Acquisition and are obviously disappointed on behalf of all our shareholders and other stakeholders. Our focus now is on finding a new takeover opportunity for Seed."

Application for Lifting of Temporary Suspension

The Proposed Acquisition was an Initial Transaction under UK Listing Rule 13.2.1 and accordingly, at the request of the Company, the FCA on 28 May 2025 suspended the Company's listing on the Official List and trading on the Main Market of the London Stock Exchange was also suspended, pending the publication of further details on 4DM and the enlarged Company or an announcement that the Initial Transaction is not proceeding.

As the Initial Transaction is not proceeding, the Company will be making a request to the FCA to lift in due course the temporary suspension of its listing on the Official List of the FCA of its ordinary shares of £0.0025 each and will update the market accordingly

Strategy

Seed was initially formed for the purpose of acquiring a business or businesses operating in market sectors that can display strong environmental, social and governance credentials.

The Shares were admitted to the FCA's Official List by way of a standard listing (Standard Listing) under Chapter 14 of the prior listing rules of the FCA made under section 73A of FSMA and to trading on the London Stock Exchange's main market for listed securities on 12 April 2023. Following the implementation of UK Listing Rules Instrument 2024 (FCA 2024/23) with effect from 29 July 2024 (UK Listing Rules), the Company was classified as a company in the Equity Shares (shell companies) category under the UK Listing Rules.

The Company will therefore refocus on identifying an appropriate acquisition target.

Summary of Financial Position

The Company's cash balance as at 30 June 2026 was approximately £10,000. In anticipation of completion of the Proposed Acquisition, the Company has accrued adviser costs which were expected to be settled from the associated fundraising. As a result of the termination of the Proposed Acquisition, the Company is now in discussions with its creditors regarding those accrued liabilities and will require additional funding to meet its ongoing working capital requirements and provide some additional funding in identifying an alternative transaction.

Financial results calendar

Following the change of the accounting reference date from 30 June to 31 December, as announced on 29 June 2026, in accordance with UKLR6.4.16 the Company will prepare and publish a second interim report in respect of the six-months ending 30 June 2026, to be published on or before 30 September 2026.

The person responsible for this announcement is Damion Greef, Chairman