Proposed balance sheet strengthening & M2G update

Sabien Technology Group PLC

02 June 2026

 

The information contained within this announcement was deemed by the Company to constitute inside information as stipulated under the UK Market Abuse Regulation.

2 June 2026

Sabien Technology Group Plc

("Sabien", the "Company" or the "Group")

Proposed balance sheet strengthening, proposed debt reduction and update on M2G

Sabien Technology Group plc (AIM: SNT), the manufacturer and provider of energy reduction technologies, announces a series of actions and proposals designed to strengthen the Group's balance sheet, simplify its corporate structure and enhance its strategic focus on the commercial deployment of its M2G technology platform.

Highlights

•     £213,708 cash received from b.grn Group Limited ("b.grn") through settlement of management service fees, repayment of an intercompany loan and partial settlement of a fixed profit share entitlement associated with the Company's historical City Oil Field Inc. ("COF") investment.

•     Proposal to use a substantial proportion of the proceeds received from b.grn to pay £127,500 to Parris Group Ltd in cash by 30 June 2026 in connection with the related party funding provided to the Company, as announced on 20 August 2024.

•     Proposed capitalisation of approximately £179,409 of directors' remuneration accrued in FY2026 through the issue of new ordinary shares of 3 pence each in the share capital of the Company ("Ordinary Shares").

•     Settlement of £40,000 of broker fees through the issue of new Ordinary Shares.

•     Actions and proposals are expected to materially reduce the Company's liabilities, strengthen the balance sheet and improve the Company's financial flexibility.

•     Sabien's direct financial exposure to b.grn will be materially reduced while retaining an equity interest and exposure to potential future value creation. Following these actions, the board of directors of Sabien (the "Board" or the "Directors") believe that the future funding requirements of Sabien and b.grn can be clearly separated and assessed independently.

•     Additional funding secured by b.grn to support its ongoing activities and greater financial independence.

•     Continued strategic focus on accelerating the commercial deployment of the Group's M2G technology platform and advance the proposals outlined in the Company's announcement on 21 May 2026.

Strategic Partnership Discussions

The Company continues to engage constructively with Haydale plc and associated parties following the announcement made by the Company on 21 May 2026 regarding a proposed commercial partnership and strategic investment.

The Board continues to believe that the opportunities identified through these ongoing discussions have the potential to accelerate the commercial deployment of M2G, broaden market access and support the creation of long-term shareholder value.

Further announcements in this regard will be made as appropriate.

Strategic Update

The Board has undertaken a review of the Group's capital allocation priorities and strategic investments with the objective of strengthening the Company's balance sheet, simplifying its corporate structure and improving transparency for shareholders.

As part of this process, b.grn has settled £117,494 of historical management service fees due to Sabien, repaid an intercompany loan of £37,000 and made a payment of £59,214 in partial settlement of a fixed profit share entitlement associated with the Company's historical investment in the COF opportunity. These payments have generated aggregate cash receipts of £213,708 for the Company.

The Board currently intends to apply a substantial proportion of these proceeds towards paying £127,500 in cash to Parris Group Ltd by 30 June 2026, in satisfaction of outstanding liabilities accrued by the Company in respect of the (1) PGL wholesale stock facility; and (2) the PGL R&D and IT support agreement (announced by the Company on 20 August 2024). Following these repayments, the Company's related party indebtedness will be materially reduced, improving the Company's financial flexibility and reduce the Company's financing costs.

In addition, the Board has agreed in principle to capitalise accrued FY26 directors' remuneration totalling approximately £179,409 through the issue of new Ordinary Shares at a deemed price of 6 pence per new Ordinary Share ("Proposed Capitalisation"), subject to the necessary corporate approvals. This follows the Company's notification on 19 November 2024, where it was noted that as part of the Company's ongoing cost strategy it reserves the right in the future to issue new Ordinary Shares to the Board in satisfaction of their outstanding remuneration.

The Board believes that the Proposed Capitalisation further aligns directors' interests with those of shareholders, preserves cash resources and represents a prudent balance sheet strengthening measure at an important stage in the Company's development. The proposed deemed issue price of 6 pence per new Ordinary Share reflects the Board's confidence in the long-term prospects of the Company and is consistent with the valuation framework adopted in the recently announced strategic discussions and is at a significant premium to the previous mid-market closing price of 3.75p.

Furthermore, the Company's broker, AlbR Capital Limited, has agreed to accept settlement for £40,000 of accrued broker fees via the issue of new Ordinary Shares.  A further announcement will be made in this respect in due course.

Combined with the proposed payment of the £127,500 liabilities due to Parris Group Ltd by 30 June 2026, the Board expects these actions to result in a material reduction in the Company's liabilities and an improvement in the Company's financial position.

Investment in b.grn

Sabien continues to retain an equity interest in b.grn.

b.grn is a development-stage special purpose vehicle established to pursue opportunities associated with the COF initiative. The potential value associated with this opportunity remains dependent upon future commercial execution, project development milestones and future funding decisions, all of which remain uncertain.

The Board believes that the funding actions and proposals announced today provide greater clarity regarding the respective financial positions and strategic objectives of Sabien and b.grn. The Board's objective is that future funding requirements associated with b.grn should be assessed independently from those of Sabien and funded according to the requirements of the respective businesses.

The Board will continue to review the Company's investment in b.grn as part of its broader capital allocation strategy and will consider any future proposals relating to that investment in accordance with its fiduciary duties and in the best interests of shareholders. Such proposals may include future funding, restructuring or other arrangements designed to maximise value whilst maintaining an appropriate separation between the funding requirements of Sabien and b.grn.

The Board believes that the actions and proposals announced today demonstrate that value generated through Sabien's historical investment in b.grn can be realised through cash recoveries whilst maintaining exposure to potential future upside.

Richard Parris, Executive Chairman of Sabien, commented:

"It has become increasingly apparent that the M2G business and the COF-related opportunity within b.grn have materially different development and funding profiles.

The Board's priority is to ensure that Sabien remains focused on accelerating the commercial deployment of its M2G technology and creating sustainable shareholder value from that business. At the same time, the COF opportunity remains a longer-term development project whose timing, funding requirements and commercial outcomes are inherently less predictable.

The actions and proposals announced today are intended to simplify the relationship between the companies, strengthen Sabien's balance sheet and create greater transparency for shareholders. The recovery of cash associated with the Company's investment and commercial activities relating to b.grn, the proposed payment of the £127,500 accrued liabilities by 30 June 2026 and the proposed capitalisation of accrued directors' remuneration represent important steps in this process.

Sabien will continue to retain an investment in b.grn and therefore preserve exposure to potential future value creation. At the same time, the Board believes that each business should pursue its respective strategy with greater clarity and financial independence.

We remain focused on delivering shareholder value through the commercialisation of M2G and the opportunities described in our recent strategic partnership announcement."

For further information: Sabien Technology Group plc Richard Parris, Executive Chairman	[phone] [e-mail]
Allenby Capital Limited (Nominated Adviser) John Depasquale / Nick Harriss / Vivek Bhardwaj	[phone]
AlbR Capital Limited (Broker) Duncan Vasey / Lucy Williams	[phone]

About Sabien Technology Group plc

Sabien Technology Group plc provides energy reduction solutions designed to help businesses achieve their sustainability goals, with a particular focus on reducing energy consumption and carbon emissions.

The Sabien Technology Group plc holds the Green Economy Mark from the London Stock Exchange, recognising companies generating over 50% of their revenues from sustainable products and services.

Website: www.sabien.com

 

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