Santova Limited (JSE:SNV) acquired Seabourne Group Limited from Seabourne Holdings Limited for £17 million on May 30, 2025. A cash consideration of £15.33 million will be paid by Santova Limited. Santova Limited will pay an earnout/contingent payment of £1.7 million cash. As part of consideration, £17.03 million is paid towards common equity of Seabourne Group Limited. The portion of the purchase price payable in cash for the acquisition of Seabourne group limited will be funded by Santova Limited through a combination of internal cash reserves and a five-year amortising medium term loan facility, which has been approved by the Group?s primary bankers, Nedbank Limited. The profit warranty requires Seabourne Group Limited to achieve minimum earnings before interest and tax in each of the two warranty periods of not less than £3,691,237, failing which the deferred payments will be proportionately reduced. Any shortfall in earnings and related reduction in the deferred payment in the first 12-month period can be recovered in the second 12-month period. In addition, the Vendors of Seabourne have a profit share incentive should the earnings before interest and tax in aggregate for the two warranty periods exceed £7,382,474. In the event this target is achieved they will receive an amount equal to 35% of the excess, payable at the same time as the second deferred payment. This amount is variable based on super performance and is limited by a total purchase price cap of £19,000,000.

Santova Limited (JSE:SNV) completed the acquisition of Seabourne Group Limited from Seabourne Holdings Limited on May 30, 2025.