S-Ventures, a UK-based food investor, has initiated negotiations regarding the potential sale of its subsidiaries to listed investment group Riverfort Global Opportunities (RGO).
S-Ventures stated that it was “in talks” to sell 100% of its assets to the London-based investor.
If finalized, the agreement would constitute a reverse takeover, transitioning RGO from “an investing company into an operating business,” as stated in its own stock-exchange filing.
The proposed deal would value S-Ventures at £3.5 million ($4.4 million).
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S-Ventures has chosen to divest its operational subsidiaries, aiming to grant them “enhanced access to capital to bolster their investment and growth endeavors.”
In addition to the ongoing discussions about the potential sale, the investor has obtained two rounds of funding loans from RGO and current shareholder Sherwood International Holdings, totaling £2 million.
Both loans will be extended for a duration of 12 months each, carrying a 15% interest rate and a 5% arrangement fee. They are stipulated as “repayable on maturity.”
S-Ventures announced it has received a £1 million bridging loan from “a Middle Eastern family office.” Initially scheduled for repayment in May, the loan has been extended until November.
S-Ventures further stated that “The lender has also been provided with the option to convert the loan into equity” should RGO’s acquisition proceed. S-Ventures noted that Sherwood has also concurred with these terms regarding its loan.
S-Ventures initiated a fundraising campaign last October, expressing its aim to raise more than £2.5 million at that time.
It sought £1.25 million to “accelerate progress, consolidate costs, and achieve efficiencies,” along with an additional £1.25 million to address “deferred consideration” expenses stemming from its acquisition of the gluten-free brand Juvela in December 2022.
The group’s quest for funding came amidst “a combination of factors, including inflationary pressures and higher interest costs,” as outlined in its 2022 annual report.
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S-Ventures also attributed a portion of its losses to the German free-from pasta and bread brand Lizza, which it acquired in 2022 and subsequently filed for insolvency the following year.
Aside from Juvela, S-Ventures’ array of investments includes Purely plantain chips, known for their healthy snacking appeal, Pulsin protein shakes and powders, Plant Punk specializing in plant-based meat products, and Market Rocket, a digital marketing agency.
S-Ventures CEO Scott Livingston expressed his delight in announcing this funding facility and proposed transaction, which have developed “against the backdrop of a highly challenging environment in capital markets over the past twelve months.”
He elaborated, saying, “The integration with RGO would secure us a spot on AIM and bolster our ability to acquire new capital, facilitating the expansion and progression of SVEN enterprises. The commitment of our shareholders and directors to this initiative underscores our belief in the businesses’ potential.”
