DBAY Advisors Limited agreed to acquire Finsbury Food Group Plc (AIM:FIF) from Investec Wealth & Investment Limited, John Duffy, Steve Boyd, Marnie Millard, Peter Baker, Robert Beveridge and others for approximately £120 million on September 20, 2023. The offer per share is 110 pence in cash per Share at approximately £143.4 million, based on an issued share capital of 130.38 million Finsbury Shares. The transaction is subject to Approval by Scheme Shareholders at the Court Meeting and passing of Resolutions at the General Meeting, Court sanction of the Scheme and the Scheme becoming Effective by the Long Stop Date. The cash consideration payable to the Finsbury Shareholders under the terms of the Cash Offer will be financed by a combination of equity to be invested by funds managed by DBAY and debt to be provided under the Facilities Agreement. Autorité de la Concurrence (the "French Competition Authority") has approved the transaction. The long stop date of the transaction is January 31, 2024. As of October 2, 2023, Finsbury Food Group Plc published the scheme document, last day for lodging the Blue Form of Proxy for the Court Meeting and the White Form of Proxy for the General Meeting (October 19, 2023). The Court Meeting and General Meeting are scheduled for October 23, 2023 subject to regulatory clearances. As of October 20, 2023, the Finsbury Board intends to adjourn the Court Meeting and the General Meeting so as to be held on November 3, 2023. The Election Return Time to submit elections for the Alternative Offer has been extended and will now be 11:00 a.m. on November 2, 2023. As of November 3, 2023, at the Court Meeting, the requisite majorities of Scheme Shareholders voted in favour of the resolution to approve the Scheme and regulatory approval from the French Competition Authority, the Autorité de la Concurrence, has now been received in connection with the Acquisition. As on November 14, 2023, Finsbury is pleased to announce that the High Court of Justice in England and Wales (the "Court") has today issued the Court Order sanctioning the Scheme pursuant to which the Acquisition is being implemented. Accordingly, all of the Conditions to the Acquisition have been satisfied or waived other than the delivery to the Registrar of Companies of a copy of the Court Order. This is expected to take place on November 16, 2023, at which point the Scheme will become Effective.

Gary Clarence and Harry Hargreaves of Investec Bank plc acted as financial advisor and Addleshaw Goddard LLP acted as legal advisor to DBAY Advisors Limited. James Murray and Anthony Sills of Oppenheimer Europe Ltd. and Dominic Morley, Atholl Tweedie, and Rupert Dearden of Panmure Gordon & Co Limited acted as financial advisor to Finsbury Food Group Plc (AIM:FIF). James Parkes, Alice Frydl and Eloisa Jaye de Vera of CMS Cameron McKenna Nabarro Olswang LLP acted as legal advisor to Finsbury Food Group Plc (AIM:FIF).

DBAY Advisors Limited completed the acquisition of Finsbury Food Group Plc (AIM:FIF) from Investec Wealth & Investment Limited, John Duffy, Steve Boyd, Marnie Millard, Peter Baker, Robert Beveridge and others on November 16, 2023.