REG - TruFin PLC TruFin PLC - Non-Binding Offer for Vertus

TrufinAnnouncement

21/08/2023 07:00

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RNS Number : 8387J  TruFin PLC  21 August 2023

21 August 2023

TruFin plc

("TruFin" or the "Company")

 

NON-BINDING OFFER FOR VERTUS

 

TruFin announces that it has received a non-binding, indicative cash offer
from a private equity offeror for the shares it holds in Vertus Capital Ltd
("Vertus"), a subsidiary operating company of TruFin in which the Company
holds a 53.8 per cent equity holding, (the "Offer"). The consideration payable
to shareholders of Vertus would value Vertus at up to £5.9 million, with
TruFin expected to receive cash proceeds of £3.2 million, due to its majority
controlling stake in the company resulting in its holding being valued at the
top end of the valuation range.

After due consideration, the Board of TruFin, have conditionally accepted the
Offer. The Offer remains subject to further due diligence, and there can be no
certainty of completion. A further announcement will be made in due course.

The Company announces that Watrium AS ("Watrium"), a 22.8% shareholder in the
Company, is a minority LP investor in the private equity fund which proposes
to acquire Vertus, and that Watrium intends to co-invest directly in Vertus as
part of the transaction. As such, it is expected that the Offer, upon
execution, will constitute a related party transaction for the purpose of AIM
Rule 13 and accordingly, the Company's Independent Directors would need to
consider that the terms of the Offer are fair and reasonable insofar as the
Company's shareholders are concerned. Anders Wilhelmsen, a non-executive
director of TruFin and shareholder representative of Watrium, was not involved
in the TruFin's board's consideration of the Offer and will not be involved in
any fair and reasonable considerations.

The information contained within this Announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No.596/2014 as amended by The Market Abuse (Amendment) (EU Exit)
Regulations 2019. By the publication of this Announcement via a Regulatory
Information Service, this inside information is now considered to be in the
public domain. The person responsible for arranging for the release of this
Announcement on behalf of the Company is Annie Styler.

 

Enquiries:

 TruFin plc                                                        0203 743 1340

James van den Bergh, Chief Executive Officer
07779 229508

Kam Bansil, Investor Relations
 Liberum Capital Limited (Nominated Adviser and Corporate broker)  0203 100 2000
 Chris Clarke

Edward Thomas

About TruFin plc:

TruFin plc is the holding company of an operating group comprising four
growth-focused technology businesses operating in niche markets: early payment
provision, invoice finance, IFA finance and mobile games publishing. The
Company was admitted to AIM in February 2018 and trades under the ticker
symbol: TRU. More information is available on the Company website:
www.TruFin.com
(https://gbr01.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.trufin.com%2F&data=05%7C01%7Cannie.styler%40trufin.com%7Cbaa78452ac0a47f8945108da28fa43e7%7C67937f35ec6246869ff319b660f3fd22%7C0%7C0%7C637867352602970809%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C3000%7C%7C%7C&sdata=KlrhCWwTxueK%2BL9vIsnyHiMNFfDmDQOWUnAQeFSgNQc%3D&reserved=0)
.

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