Hyve Group Plc (LSE:HYVE) agreed to acquire 121 Group (HK) Limited and 121 Partners Limited from Pablo Martin, Charlie Hastings and Leo Stemp for £60 million on November 18, 2021. The consideration consists of initial consideration of approximately £21 million with an earn-out payment payable till March 2024, during which management will remain in place. Earnout will be in three subsequent payments, 8.5x EBITDA for the year ending March 31, 2022, less the initial consideration, payable in May 2022, 8.0x EBITDA growth in the year ending March 31 2023, payable in May 2023 and 7.0x EBITDA growth in the year ending March 31, 2024, payable in May 2024. Total consideration, including the initial consideration, expected to be between approximately £42 million and £50 million. The total consideration is subject to a cap of £60 million. In a related transaction, Hyve has placed13,818,698 new ordinary shares to raise gross proceeds of approximately £14.79 million and a direct subscription (the "Subscription") of 12,694,102 new ordinary shares at a price of 112.35 pence per new ordinary share (the "Subscription Shares" and the "Subscription Price") by investment funds managed by Strategic Value Partners, LLC ("SVPGlobal"), representing approximately 4.79% of Hive's existing issued share capital, to raise gross proceeds of approximately £14.26 million. The net proceeds of the Placing and Subscription (together, the "Fundraise") will be used to fund the initial consideration. In the financial year to March 31, 2021, 121 Group reported revenue of £4.22 million, adjusted EBIT of £1.85 million and gross assets of £1.24 million. 121 mining Investment Cape Town and the Mining Indaba will now join forces to offer the mining investment community an unmissable week of professional matchmaking, learning and business development in Cape Town in May 2022". Toby Duckworth, Pablo Martin, Charlie Hastings and Leo Stemp are all expected to remain in post until the end of the earn-out in March 2024. The transaction is expected to complete after November 22, 2021. Transaction expected to be materially earnings enhancing in the first full financial year following completion. Mayfield acted as financial advisor for 121 Group in this transaction.

Hyve Group Plc (LSE:HYVE) completed the acquisition of 121 Group (HK) Limited and 121 Partners Limited from Pablo Martin, Charlie Hastings and Leo Stemp in November, 2021.