In addition, the Board stated in its announcement dated November 1, 2023, that any such proposal might involve an offer for all of the company's issued and future share capital. As a result, the announcement had the effect of starting the "offer period" for the company in line with the Takeover Code (the "Code").

On March 20, 2024, Equals declared that it had received a preliminary, non-binding offer for the entire issued and to be issued share capital of Equals from a consortium (the “Consortium”) made up of Embedded Finance Limited (“Railsr”) and TowerBrook Capital Partners (U.K.) LLP (“Towerbrook”).

The Board believes that it is in the best interests of shareholders for the Strategic Review to continue in order to give itself more time to conclude, even though it acknowledges that a lot of time has passed since the review's inception. The Board has received indicative, non-binding proposals from MDP and the Consortium.

PUSU Extension

In line with Rule 2.6(a) of the Code, the announcement dated November 1, 2023, specified that MDP must, by no later than November 29, 2023, either announce a firm intention to make an offer for Equals under Rule 2.7 of the Code or announce that it does not intend to make an offer for Equals. If the announcement is made after that date, it will be deemed a statement covered by Rule 2.8 of the Code (the "PUSU Deadline"). Subsequently, the deadline was extended several times, the most recent of which was announced on April 17, 2024, and it was extended to 5:00 pm on May 15, 2024.

The Consortium made an announcement on March 20, 2024, stating that by April 17, 2024, at 5:00 p.m., at the latest, it must, in compliance with Rule 2.6(a) of the Code, either announce that it intends to make an offer for Equals under Rule 2.7 of the Code or announce that it does not intend to make an offer for Equals, in which case the announcement will be deemed to be a statement to which Rule 2.8 of the Code applies. Similar to MDP, this deadline was later extended, as announced on April 17, 2024, to 5:00 p.m. on May 15, 2024.
 

Due diligence and discussions between Equals and each of MDP and the Consortium are progressing as part of the Strategic Review. To give these discussions and due diligence more time, the Board of Equals has asked the Panel on Takeovers and Mergers (the "Panel") to extend the PUSU Deadline.

Regarding this request, the Panel has granted an extension. According to Rule 2.6(a) of the Code, MDP and the Consortium must each announce by 5:00 p.m. on June 12, 2024, that they intend to either make a firm offer in compliance with Rule 2.7 of the Code or that they do not intend to make an offer, in which case the announcement will be interpreted as a statement covered by Rule 2.8 of the Code. As per Rule 2.6(c) of the Code, Equals may request an extension of this updated PUSU Deadline with the approval of the Panel.

It cannot be guaranteed that an offer will be made or what conditions will be included in any offer that is made.

When it's suitable, we'll make another announcement.