AGREEMENTS WITH PETER CREMER HOLDING GMBH & Co. KG
01/09/2022 07:00
For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220901:nRSA8093Xa&default-theme=true
RNS Number : 8093X S-Ventures PLC 01 September 2022
1 September 2022
S-VENTURES PLC
("S-Ventures" or the "Company")
AQSE Ticker Code: SVEN
AGREEMENTS WITH PETER CREMER HOLDING GMBH & Co. KG
S-Ventures PLC is pleased to announce that it has signed a number of
agreements with Peter Cremer Holding GmbH & Co KG ("CREMER"), a
multi-billion-euro family-owned company headquartered in Hamburg and focused
on the trading and processing of agricultural, oleochemical and other
commodities (www.cremer.de (http://www.cremer.de) ) as further set out below.
Under these agreements, S-Ventures has acquired 100% of Lizza GmbH ("Lizza")
from CREMER, a wellness and natural free-from food brand including pasta and
breads, to S-Ventures (www.lizza.net (http://www.lizza.net) ). Besides, CREMER
has subscribed for £2m of shares in S-Ventures via a new issue of 2,857,142
shares at a subscription price of 70 pence per share.
Lizza's produces and distributes its own brand of free-from pasta, breads and
similar products. Lizza's fits well with our platform of growing healthy foods
and snacks, particularly Pulsin BV, allowing us the opportunity to grow the
brand going forward, utilise its infrastructure in Germany and
cross-fertilising distribution channels. Both CREMER and S-Ventures believe
there is a greater opportunity for progress under S-Ventures ownership and
control. Sales for Lizza's in the year to December 2021 were €4.5 million
(December 2020 - €5.2m).
The acquisition of all CREMER's interests in Lizza's by the Company has been
affected by the purchase of all the outstanding issued share capital of
Lizza's by Pulsin BV, a wholly-owned subsidiary of the Company, for one Euro,
and the purchase by Pulsin BV of shareholder loans made by CREMER to Lizza's,
also for one Euro. As part of the agreement to acquire its interests in
Lizza's for a nominal sum only, S-Ventures has agreed to earn-out provisions
that provide for CREMER's equal participation in net profits generated by
Lizza's capped at a maximum value of €2.366 million. CREMER's participation
in the net profits of Lizza's is also limited to a maximum of 10 years
regardless of the amount received in that period.
Admission and Total Voting Rights
Application will be made for the 2,857,142 new ordinary shares being issued
immediately to be admitted to trading on the Access segment of the AQSE Growth
Market ("Admission"). Admission is expected to become effective on, or around,
5 September 2022.
Following the Admission of the new ordinary shares, the issued share capital
of the Company will be 125,302,941 Ordinary Shares. This figure may be used by
shareholders as the denominator for the calculations by which they will
determine if they are required to notify their interests in, or change to
their interest in, the Company under the FCA's Disclosure and Transparency
Rules.
CEO, Scott Livingston, Statement:
"We are delighted with this strategic alignment and for the support of CREMER.
During uncertain times we continue to push forward and to accelerate our
platform growth in the UK and Europe. Whilst we are concerned with the overall
economic environment, we remain steadfast in solidifying our position and
expanding our reach, we welcome CREMER as shareholders and look forward to
working with the team at Lizza's".
Chairman, David Mitchell, Statement:
"I am delighted to welcome onboard the CREMER investment. We are excited to
have such an important investor supporting S-Ventures plc and we look forward
to a mutually beneficial longstanding relationship. I am also pleased to
welcome our new German colleagues in Frankfurt to the S-Ventures' family".
See : www.lizza.net (http://www.lizza.net)
www.cremer.de (http://www.cremer.de)
For further information, please contact:
The Company +44 (0) 1932 400 224
Robert Hewitt (Chief Financial Officer)
Scott Livingston (Chief Executive Officer)
AQSE Corporate Adviser and Broker: +44 (0) 20 3005 5000
VSA Capital Limited
Andrew Raca - Corporate Finance
Andrew Monk - Corporate Broking
IFC Advisory (Financial PR) +44 (0) 20 3934 6630
Graham Herring
Tim Metcalfe
Florence Chandler
About S-Ventures
S-Ventures is listed on UK AQUIS Exchange (Ticker Code "SVEN"). The Company
seeks to identify investment opportunities in the health & wellness,
organic food and wellbeing sectors within the UK and Europe, adding value by
providing capital and expertise to the target companies. The experience and
operational skills of the Board led by Scott Livingston (CEO) are intended to
act as an accelerator to smaller brands that have a solid foundation and
platform but may lack the skills and capital. The main objectives are to
cross-fertilise opportunities between the target companies and scale the
individual entities and look for exit opportunities and/or synergistic
collaborations through scaling we seek to create significant value for all
stakeholders. Since listing on AQSE in September 2020, the Company has
acquired significant interests in seven companies.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END NEXFLFISTSILVIF