REG - Beacon Rise Holdings - Update in relation to ProActive

Beacon Rise HoldingsAnnouncement

01/05/2026 08:30

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RNS Number : 7818C  Beacon Rise Holdings PLC  01 May 2026

The information contained within this announcement was deemed by the Company
to constitute inside information as stipulated under the UK Market Abuse
Regulation

 

1 May 2026

 

Beacon Rise Holdings Plc

("Beacon Rise" or the "Company")

 

Update in relation to the Proposed Training-provider Acquisition

 

On 21 October 2025 Beacon Rise (LSE: BRS) announced that it had entered
non-binding heads of terms save for exclusivity and other customary terms in
relation to the proposed acquisition of the entire issued and to be issued
share capital of ProActive Training Ltd (the "Training-provider" or
"ProActive") by the Company for a consideration of approximately £1.35
million (the "Proposed Training-provider Acquisition").

 

Following irreconcilable disagreements in relation to certain key commercial
terms and ultimately the valuation of ProActive, the board of directors of
Beacon Rise (the "Board" or the "Directors") have concluded that it would not
be in the best interest of the Company's shareholders to pursue the Proposed
Training-provider Acquisition. Accordingly, the Board has terminated
discussions in relation to the Proposed Training-provider Acquisition.

 

The Company continues to progress due diligence in relation to the two other
previously announced proposed acquisitions, being the Proposed Ergotec
Acquisition and the Proposed Chiropractor Acquisition. Related to this, the
Company further reports that considerable progress has been made by the
Company and its advisers in relation to finalising the necessary transaction
documentation in relation to Admission.

 

Temporary suspension of listing and trading of Ordinary Shares

 

The Proposed Ergotec Acquisition and the Proposed Chiropractor Acquisition
(together the "Proposed Acquisitions") are respectively classified as an
"initial transaction" under UK Listing Rules ("UKLR") 13.4. In accordance with
UKLR 21.1.4 and 21.3, the Company ordinary shares of £0.0001 each (ISIN:
GB00BMC0V753) will remain suspended from its listing on the equity shares
(shell companies) category of the Official List of the FCA and from trading on
the Main Market of the London Stock Exchange.

 

Should final terms for any of the proposed acquisitions be agreed, the Company
will issue an announcement with further details pursuant to UKLR 13.4.22R and
UKLR 13.4.23R.

 

There can be no certainty that the Proposed Acquisitions will successfully
complete, nor as to the final terms or timing of the Proposed Acquisitions. If
the Proposed Acquisitions do not complete for any reason, it is expected that
the suspension of the Company's listing on the Official List will be lifted,
subject to FCA approval, and trading in the Company's shares on the Main
Market of the London Stock Exchange will recommence.

 

Furthermore, it remains the case that each of the proposed acquisitions are
separate and not inter-conditional. Accordingly, each of the proposed
acquisitions will not be impacted by either failing to complete for any
reason.

 

The Company will seek to simultaneously enter into final binding acquisition
agreements in respect of the Proposed Acquisitions prior to Cancellation and
Admission. However, the Company intends to proceed with Cancellation and
Admission should a final binding acquisition agreement be agreed in relation
to at least one of the proposed acquisitions.

 

The Company will release further announcements as and when appropriate.

 

Unless otherwise defined, definitions contained in this announcement have the
same meaning as set out in the Company's notification on 29 September 2025 at
8:11 a.m.

 

Enquiries:

 Beacon Rise Holdings Plc

 Xiaobing Wang, Chief Executive Officer & Director        info@beaconrise.uk (mailto:info@beaconrise.uk)

 Allenby Capital Limited - Sponsor and Financial Adviser   Tel: +44 (0)20 3328 5656

 John Depasquale / Vivek Bhardwaj / Ashur Joseph          info@allenbycapital.com

 LDC Nominee Secretary Limited - Company Secretary        beaconrisecss@lawdeb.com

 Legal Entity Identifier (LEI)                            2138007PIYMZMBWD4M27

 

 

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