REG - Gemfields Group Ltd - Sale of Fabergé Limited

GemfieldsAnnouncement

11/08/2025 07:00

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RNS Number : 7679U  Gemfields Group Limited  11 August 2025

Incorporated in Guernsey. Guernsey registration number: 47656

South African external company registration number: 2009/012636/10

Share code on JSE:GML (General Segment of JSE Main Board) / AIM:GEM

ISIN: GG00BG0KTL52   |   LEI: 21380017GAVXTCYS5R31

("Gemfields" or the "Group" or the "Company")

 

Sale of Fabergé Limited for USD 50 million

LONDON, 11 AUGUST 2025

Gemfields announces that it has signed an agreement to sell its entire
interest in wholly owned Fabergé Limited ("Fabergé"), the iconic luxury
brand, to SMG Capital LLC (the "Buyer"), for a total consideration of USD 50
million. Of that sum, USD 45 million is payable to Gemfields by the Buyer on
completion of the sale (which is expected on 28 August 2025). The remaining
USD 5 million is payable to Gemfields by the Buyer by way of quarterly royalty
payments at a rate of 8% of Fabergé's revenue. The sale is not expected to be
subject to regulatory or any other approval processes.

Fabergé is one of the world's most renowned names in luxury, underscored by a
well-documented and illustrious heritage. The brand sells jewellery and objets
d'art through its website, boutiques and via international wholesale partners.
Further information about Fabergé can be found in Gemfields' 2024 Annual
Report, available on our website at https://www.gemfieldsgroup.com/
(https://www.gemfieldsgroup.com/) , and https://www.faberge.com/
(https://www.faberge.com/) .

The sale concludes Gemfields' strategic review in respect of Fabergé, which
was first announced on 23 December 2024, then paused to facilitate Gemfields'
Rights Issue which completed on 13 June 2025.

With the sale of Fabergé and the discontinuance of other non-core projects,
Gemfields is now a more streamlined and focused investment proposition with a
strengthened balance sheet.

The sale proceeds will provide additional working capital while the new
processing plant at Montepuez Ruby Mining in Mozambique is operationalised,
and mining at Kagem in Zambia is progressively expanded, having been suspended
during H1 2025.

The sale is classified as a Category 2 transaction in terms of the JSE
Listings Requirements. Accordingly, the sale is not subject to shareholder
approval.

Sean Gilbertson, Group CEO of Gemfields, commented:

"Having initiated our strategic review of Fabergé in response to the
considerable challenges Gemfields started facing in Q4 2024, today's sale
marks the end of an era for us. Fabergé has played a key role in raising the
profile of the coloured gemstones mined by Gemfields and we will certainly
miss its marketing leverage and star power. I extend our admiration and
sincere thanks to the Fabergé team for their fortitude and the progress they
have delivered over the years. Brands as iconic and beautiful as Fabergé do
not change hands very often and we wish the team and Mr Mosunov every success
as they perpetuate the unrivalled legacy of Fabergé."

Sergei Mosunov, CEO and owner of SMG Capital LLC, commented:

"It is a great honour for me to become the custodian of such an outstanding
and globally recognised brand. Fabergé's unique heritage, with ties to
Russia, England, France and the USA, opens significant opportunities for
further strengthening its position in the global luxury market and expanding
its international presence. Fabergé will continue to focus on jewellery,
accessories and timepieces and we look forward immensely to providing
exceptional service to Fabergé's existing retail and wholesale customers, and
to warmly welcoming new brand afficionados.

We thank the Gemfields team for their contribution to the development of
Fabergé and look forward to working closely with the brand's talented team.
As Carl Fabergé said: "There is no point in gems if you cannot turn them into
a story." We feel a deep sense of responsibility and incredible inspiration
for the work ahead."

Additional details on the transaction

SMG Capital LLC is a US-based investment company entirely owned, both legally
and beneficially, by Mr Sergei Mosunov. Mr Mosunov is a tech entrepreneur and
venture capitalist. Through SMG Capital, Mr Mosunov is dedicated to strategic
investments in luxury brands and innovative businesses with strong heritage
and global growth potential.

As at 31 December 2024, and as set out in the consolidated financial
statements in Gemfields' Annual Report 2024 issued on 11 April 2025,
Fabergé's net assets are valued at USD 50,349,000. The loss from operations
in 2024 attributable to the net assets that are subject to the transaction was
USD 5,698,000. The loss after taxation in 2024 attributable to the net assets
that are subject to the transaction was USD 11,276,000.

Gemfields was advised on the transaction by DWF Law LLP and Dyens & Co.
and SMG Capital LLC was advised by DLA Piper UK LLP.

 

-ENDS-

 

 

Further information on Gemfields Group Limited can be found at:

 GEMFIELDSGROUP.COM (http://WWW.GEMFIELDSGROUP.COM)

 

To join our investor mailing list, please contact us on:
ir@gemfields.com (mailto:ir@gemfields.com)

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) no. 596/2014 which forms part of domestic UK
law pursuant to the European Union (withdrawal) act 2018 ("MAR").

 

 

ENQUIRIES

 

 GEMFIELDS                                      Sean Gilbertson / David Lovett / Emily Dungey

                                                ir@gemfields.com (mailto:ir@gemfields.com)

T:  +44(0) 20 7518 3400
 SPONSOR (JSE)                                  Investec Bank Limited
 NOMINATED ADVISER                              Panmure Liberum

(AIM) & BROKER
Scott Mathieson / Amrit Mahbubani / John More
                                                T: +44(0) 20 3100 2222
 PRESS ENQUIRES, GEMFIELDS HEAD OFFICE, LONDON  Helena Choudhury / Albertina Namburete

                                                helena.choudhury@gemfields.com (mailto:helena.choudhury@gemfields.com) /
                                                albertina.namburete@gemfields.com (mailto:albertina.namburete@gemfields.com)

 ADDITIONAL INFORMATION ON GEMFIELDS

 Gemfields is a world-leading responsible miner and marketer of coloured
 gemstones. Gemfields is the operator and 75% owner of both the Kagem emerald
 mine in Zambia (believed to be the world's single largest producing emerald
 mine) and the Montepuez ruby mine in Mozambique (one of the most significant
 recently discovered ruby deposits in the world). In addition, Gemfields also
 holds controlling interests in various other gemstone mining and prospecting
 licences in Zambia, Mozambique, Ethiopia and Madagascar.

 Gemfields has developed a proprietary grading system and a pioneering auction
 platform to provide a consistent supply of coloured gemstones to downstream
 markets, a key component of Gemfields' business model that has played an
 important role in the growth of the global coloured gemstone sector.

 

 

GEMFIELDS

GEMFIELDS.COM (https://gemfields.com/) (https://gemfields.com/) | INVESTORS
(https://www.gemfieldsgroup.com/) (https://www.gemfieldsgroup.com/)
|FOUNDATION (https://www.gemfieldsfoundation.org/)

INSTAGRAM (https://www.instagram.com/gemfields/)
(https://www.instagram.com/gemfields/) | FACEBOOK
(https://www.facebook.com/Gemfields/) (https://www.facebook.com/Gemfields/) |
X (https://x.com/GemfieldsLtd?lang=en) | YOUTUBE
(https://www.youtube.com/channel/UCArCE0JFtakTP-tHq6v0KVg)

 

 

KAGEM MINING LIMITED LINKEDIN
(https://www.linkedin.com/company/kagem-mining-ltd)

MONTEPUEZ RUBY MINING LINKEDIN
(https://www.linkedin.com/company/montepuez-ruby-mining)

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