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VivoPower Provides Update on Non-Binding Takeover Offer at Enterprise Value of US$180 Million and Tembo Business Combination Agreement at Combined Enterprise Value of US$904 Million

1. Energi's takeover offer for VVPR raised to $180 million. 2. Due diligence process for acquisition is underway with an 8-week deadline. 3. Tembo business combination valued at $904 million pending SEC filing. 4. VivoPower aims for timely market updates throughout the process.

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FAQ

Why Bullish?

The increased valuation in the takeover offer signifies confidence in VivoPower's future prospects.

How important is it?

The takeover and business combination updates directly correlate with VVPR’s market performance.

Why Short Term?

With due diligence ongoing, impacts are anticipated within a few weeks.

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CCTS
LONDON, April 02, 2025 (GLOBE NEWSWIRE) -- VivoPower International PLC (Nasdaq: VVPR) ("VivoPower" or the "Company") hereby provides an update on the non-binding takeover offer from Energi Holdings Limited (“Energi”) to acquire the non-affiliated shareholders of VivoPower at an enterprise valuation of US$180 million and the Tembo business combination agreement with Cactus Acquisition Corporation 1 Limited (“CCTS”) at a combined enterprise valuation of US$904 million, assuming no public trust redemptions for CCTS. As announced on 26 March 2025, VivoPower’s board was targeting the completion of negotiations on price, terms and conditions with Energi by 2 April 2025. This has been achieved with an increase in the original takeover enterprise value of US$120million to US$180million subject to a due diligence exclusivity period being granted and the completion of due diligence by Energi. Both parties are collaborating to complete the due diligence process as efficiently as possible, with the goal of finishing before the 8-week deadline. VivoPower will also continue to work towards filing an F-4 registration statement with the U.S. Securities and Exchange Commission (SEC) in relation to the Tembo business combination agreement and is intending to file within the month of April 2025. An update on any Tembo dividend share entitlement for VivoPower shareholders will be provided in due course. The board of VivoPower will continue to provide updates to the market on a timely basis. About VivoPower  Established in 2014 and listed on Nasdaq since 2016, VivoPower is an award-winning global sustainable energy solutions B Corporation company focused on electric solutions for off-road and on-road customized and ruggedized fleet applications as well as ancillary financing, charging, battery and microgrids solutions. VivoPower’s core purpose is to provide its customers with turnkey decarbonization solutions that enable them to move toward net-zero carbon status. VivoPower has operations and personnel covering Australia, Canada, the Netherlands, the United Kingdom, the United States, the Philippines, and the United Arab Emirates. Forward-Looking Statements This communication includes certain statements that may constitute “forward-looking statements” for purposes of the U.S. federal securities laws. Forward-looking statements include, but are not limited to, statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements may include, for example, statements about the achievement of performance hurdles, or the benefits of the events or transactions described in this communication and the expected returns therefrom. These statements are based on VivoPower’s management’s current expectations or beliefs and are subject to risk, uncertainty, and changes in circumstances. Actual results may vary materially from those expressed or implied by the statements herein due to changes in economic, business, competitive and/or regulatory factors, and other risks and uncertainties affecting the operation of VivoPower’s business. These risks, uncertainties and contingencies include changes in business conditions, fluctuations in customer demand, changes in accounting interpretations, management of rapid growth, intensity of competition from other providers of products and services, changes in general economic conditions, geopolitical events and regulatory changes, and other factors set forth in VivoPower’s filings with the United States Securities and Exchange Commission. The information set forth herein should be read in light of such risks. VivoPower is under no obligation to, and expressly disclaims any obligation to, update or alter its forward-looking statements whether as a result of new information, future events, changes in assumptions or otherwise. Contact Shareholder Enquiries shareholders@vivopower.com 

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