Investment in SandboxAQ

Shaires Holdings Ltd

13 August 2026

 

This announcement contains inside information for the purposes of Article 7 of the UK version of Regulation (EU) No 596/2014 which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended. Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.

13 August 2026

SHAIRES HOLDINGS LTD

("Shaires" or the "Company")

AIM: SHR

Investment in SandboxAQ

Shaires Holdings Ltd, the publicly quoted London investment company focused on providing investors with exposure to leading private technology and AI businesses, announces that it has agreed an initial investment in SandboxAQ of approximately US$14.8 million. SandboxAQ is an enterprise AI and quantum group. The investment represents approximately 0.11% of SandboxAQ ordinary shares. The investment has been acquired through the in-kind contribution by Ava Private Markets of interests in RT-AQ I, LLC and by two individuals of interests in RT-AI Coinvestment LLC, both Delaware special purpose vehicles managed by Rizvi Traverse (the "SPVs"), a Company controlled by Suhail Rizvi, Executive Chairman of the Company. The SPVs only assets are their holdings in SandboxAQ shares. The investment is satisfied entirely by the issue of new ordinary shares of the Company. Rizvi Traverse is not a party to the transaction and will receive no economic benefit from the transaction and has agreed to waive the customary carried interest and other fees usually payable in relation to these investments.

Highlights

•   Indirect equity interest in SandboxAQ of approximately US$14.8 million, at an equivalent price of US$41.35 per SandboxAQ share (approximately US$14 billion fully diluted valuation at the consideration share price).

•    No management fee and no carried interest payable on the SPVs.

•  Satisfied entirely by the issue of 741,821 new ordinary shares in the Company ("Consideration Shares") at US$20.00 per share, which is a discount of approximately 18% to yesterdays closing price of $24.50, representing 19.3% of the Company's outstanding ordinary shares post Admission; no cash consideration is payable by the Company.

•   Contributed by Ava Private Markets S.à r.l. (US$13.8 million) and two individuals (US$500,335 each).

•   An overview video of the Company by CEO Vivek Seth is available on-demand at: https://shaires-holdings.com/?preview=cav81dllxremeq.

About SandboxAQ

SandboxAQ, spun out of Alphabet in 2022 and led by CEO Jack Hidary, is an enterprise AI and quantum company whose "Large Quantitative Models" address life sciences, cybersecurity (post-quantum cryptography) and navigation. In June 2026, it was awarded US$500 million under the U.S. CHIPS research and development programme to develop critical semiconductor materials using physics-based AI; its investors include Google, Nvidia, T. Rowe Price, Eric Schmidt, Marc Benioff and Ray Dalio.

Admission and total voting rights

Application will be made for the 741,821 Consideration Shares related to the investment in SandboxAQ and the 600,000 Consideration Shares related to the investment in Colossal Biosciences to be admitted to trading on AIM ("Admission"), with admission expected on or around 21 August 2026.

In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following Admission, the Company will have 3,841,810 ordinary shares in issue and no ordinary shares held in treasury. The above figure may be used by shareholders as the denominator for the calculations to determine if they are required to notify their interests in, or change to their interest in, the Company. All the ordinary shares have equal voting rights.

Further information pursuant to Schedule 4 of the AIM Rules for Companies

It is not possible to provide the profit or loss figure for SandboxAQ as it does not publish financial statements and accordingly, no profit or loss figure attributable to SandboxAQ is available for disclosure. It is a privately-held company and therefore has no legal requirement to issue financial statements.

Principal risks

SandboxAQ is an early-commercial-stage business valued on future growth and optionality; it is private and illiquid with no announced IPO timeline; and financial information is estimated and unaudited. The value of the investment may fall as well as rise.

Board and Management comments

Suhail Rizvi, Executive Chairman of Shaires, said:

"SandboxAQ is one of the most technically ambitious private companies in our portfolio. Sitting at the intersection of enterprise AI and quantum computing, it applies its Large Quantitative Models to real commercial problems across life sciences, cybersecurity and navigation. It was recently awarded US$500 million under the U.S. CHIPS research programme, and counts Google, Nvidia and some of the most respected names in technology and investing among its backers.

"We are acquiring this holding entirely through the issue of new shares from a number of existing investors in SPVs holding SandboxAQ shares, proving out the attractiveness of our in-kind programme for existing investors in leading private technology companies. It is exactly the kind of deep-technology company that public investors are otherwise unable to reach, and precisely what Shaires was created to own."

Investor Meet Company webinar

CEO Vivek Seth will provide a company presentation via Investor Meet Company on Friday 14 August 2026 at 14:00 BST.

The presentation is open to all existing and potential shareholders. Questions can be submitted pre-event via your Investor Meet Company dashboard up until 09:00 BST on Friday 14 August 2026, or at any time during the presentation.

Investors can sign up to Investor Meet Company for free and add to meet SHAIRES HOLDINGS LTD via: https://www.investormeetcompany.com/shaires-holdings-ltd-1/register-investor.

Investors who already follow SHAIRES HOLDINGS LTD on the Investor Meet Company platform will automatically be invited.

Enquiries

Shaires Holdings Ltd Via Tavistock
Zeus - Nominated Adviser & Broker James Joyce, Andrew de Andrade	[phone]
Tavistock - Financial PR Jos Simson, Kuba Stawiski, Henry Kirby	[e-mail] [phone]

About Shaires Holdings Ltd

Shaires Holdings Ltd (AIM: SHR) is a publicly quoted London investment company that provides public market investors with concentrated exposure to leading private mid- and late-stage technology companies, with a particular focus on artificial intelligence. The Company is internally managed and charges no management or performance fees.

In addition to cash investments, the Company may acquire positions through in-kind (in specie) contributions, whereby employees and early shareholders of private technology companies may exchange eligible holdings for new Ordinary Shares in the Company, therefore providing them liquidity and diversification. Through this mechanism, public-market investors gain access to an asset class historically closed to them.

With an emerging megatrend of large frontier AI companies vertically integrating their business throughout the value chain from modelling through to chips and services, the Shaires board and management believe that they have the right methodology and strategy to provide capital to the best next-generation businesses.

Further information is available at www.shaires-holdings.com.

Forward-looking statements are subject to risks and uncertainties and actual results may differ materially. SandboxAQ figures are unaudited estimates. Nothing in this announcement is investment advice or a recommendation; the value of investments can go down as well as up.

 

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