Smoove plc: Statement regarding a possible offer

Smoove plc: The Board of the Company notes recent press speculation and confirms that it is in early discussions with PEXA Group Limited (“PEXA”), regarding a possible cash offer for the entire issued and to be issued ordinary share capital of the Company.

Discussions with PEXA remain at an early stage. Accordingly, there can be no certainty that an offer will be made for the Company, nor as to the terms on which an offer may be made.

The Board of the Company also confirms that it is considering an alternative potential transaction proposed to it by a separate third party. Such transaction, if pursued, would not result in an Offer for the Company under the rules of the City Code on Takeovers and Mergers (the ”Code”).

As a consequence of this announcement, an ‘offer period’ has now commenced in respect of the Company in accordance with the rules of the Code and the attention of shareholders is drawn to the disclosure requirements of Rule 8 of the Code, which are summarised below. In accordance with Rule 2.6(a) of the Code, PEXA must, by not later than 5.00 p.m. on 22 May 2023, either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code.

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on the Company’s website at www.hellosmoove.com by no later than 12 noon (London time) on 25 April 2023. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

A further announcement will be made as and when appropriate.

This announcement has been made without the consent of PEXA.

The person responsible for arranging the release of this information on behalf of Smoove plc is Walbrook PR.

Kindly shared by Smoove