Statement re announcement by Pagero Group AB

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

For immediate release

26 April 2022

Tungsten Corporation plc

Statement re announcement by Pagero Group AB

The board of Tungsten Corporation plc ("Tungsten" or the "Company") notes the announcement made by Pagero Group AB ("Pagero") yesterday (the "Announcement") which has been reproduced below.

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on the Company's website at www.tungsten-network.com by no later than 12 noon (London time) on 27 April 2022. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

The person responsible for arranging the release of this announcement on behalf of Tungsten is Patrick Clark.

Enquiries:

Canaccord Genuity Limited, which is authorised and regulated in the United Kingdom by the FCA, is acting as financial adviser and corporate broker exclusively for Tungsten and for no one else in connection with the Proposal and will not regard any other person as its client in relation to the matters referred to in this announcement and will not be responsible to anyone other than Tungsten for providing the protections afforded to clients of Canaccord Genuity Limited, nor for providing advice in relation to the Proposal or any other matter referred to in this announcement.

The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse (Amendment) (EU Exit) Regulations 2019. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

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"NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

For immediate release

25 April 2022

Pagero Group AB (publ)

("Pagero" or the "Company")

Statement re Publication of Kofax's Scheme Document, regarding its Offer for Tungsten Corporation plc and update with regard to Pagero's Possible Offer

The Board of Pagero (the "Board") notes the announcement, released earlier today, by Tungsten regarding the publication of the Scheme Document in respect of Kofax's recommended cash offer for the entire issued and to be issued share capital of Tungsten at a price of 42 pence per Ordinary Share (the "Kofax Offer").

Pagero is pleased to reconfirm that it is now at a highly advanced stage, in respect of its preparations for the making of any Possible Offer and is also pleased to announce that its Board will provide a further update regarding its Possible Offer within the next two weeks. 

The Pagero Board is also pleased to announce that the Possible Offer price under consideration by Pagero remains at 45 pence per Ordinary Share in cash.

Pagero continues strongly to recommend that Tungsten shareholders take no action in relation to the Kofax Offer in the interim period. 

Terms and definitions used in this announcement shall have the same meanings as ascribed to them in the Company's announcement dated 24 March 2022 unless otherwise stated.

This announcement has been made by Pagero without the agreement or approval of the Tungsten Board.

The person responsible for arranging the release of this announcement by Pagero is Bengt Nilsson.

Enquiries:

About Pagero

Pagero provides a Smart Business Network that connects buyers and sellers for automated, compliant and secure exchange of orders, invoices, payment instructions and other business documents. With an open network and a wide range of value-added apps, Pagero helps businesses streamline their order-to-cash and purchase-to-pay processes while unlocking the full potential of accurate and reliable business data. All of this, regardless of location, industry, size or systems.

Important notices

Strand Hanson Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as financial adviser to Pagero and no one else in connection with the Possible Offer and will not be responsible to anyone other than Pagero for providing the protections afforded to its clients or for providing advice in connection with the Possible Offer or any other matter referred to herein.

This announcement is not intended to and does not constitute an offer to purchase any securities, or an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any offer to purchase or sell securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offer, if made, will be made solely by certain offer documentation, which will contain the full terms and conditions of any offer, including details of how it may be accepted. The release, distribution or publication of this announcement in jurisdictions other than the UK may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the UK should inform themselves about and observe any applicable requirements.

Website disclosure

A copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) on Pagero's website at: https://www.pagero.com/investors/possible-offer/ by no later than 12 noon (London time) on 26 April 2022. For the avoidance of doubt, the content of the website referred to in this announcement is not incorporated into and does not form part of this announcement. 

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