Equals Group plc (LON:EQLS) today issued an update on the review of its strategic options.

On 10 July 2024 the Board of Equals announced that it had received an improved indicative non-binding proposal from the consortium comprising Embedded Finance Limited (“Railsr”) and TowerBrook Capital Partners (U.K.) LLP regarding a possible all-cash offer for the entire issued and to be issued share capital of Equals at a price of 135 pence per Equals Share.

The Consortium has substantially completed its due diligence and is progressing in discussions with its preferred party with respect to the financing of the Proposal.

In order to allow further time for the Consortium to complete its due diligence and agree acquisition financing arrangements, the Board of Equals has requested that the Panel on Takeovers and Mergers extends the current deadline of 5.00 pm on 7 August 2024 by which time the Consortium must, in accordance with Rule 2.6(a) of the Code, either announce a firm intention to make an offer for the Company under Rule 2.7 of the Code or announce that it does not intend to make an offer.

In the light of this request, an extension has been granted by the Panel and, in accordance with Rule 2.6(a) of the Code, the Consortium is required, by not later than 5.00 pm on 4 September 2024, to either announce a firm intention to make an offer in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer.

There can be no certainty that an offer will be made.

In accordance with Rule 2.5(a) of the Code, the Consortium reserves the right to make an offer for Equals on less favourable terms than those set out in this announcement: (i) with the agreement or consent of the Board of Equals; or (ii) following the announcement by Equals of a Rule 9 waiver pursuant to the Code; or (iii) if a third party announces a firm intention to make an offer or a possible offer for Equals which, at that date, is on less favourable terms than those contemplated by the Proposal; or (iv) if Equals announces, declares, makes, or pays any dividend or any other distribution or return of value to shareholders, to make an equivalent reduction to the Proposal.