Supply@ME Capital Broadens Acquisition to Include Italian Credit Business and Securitisation Framework with SFE

Acquisition Expansion Aligns with Strategy to Build a Working-Capital Funding Platform

Since the initial announcement in January 2026, Supply@ME Capital's acquisition proposal from SFE has significantly evolved. Initially focused on acquiring SFE's inventory ownership business—including independent stock companies, intellectual property, and infrastructure—the ongoing negotiations have expanded to include an Italian regulated credit intermediation business supervised by the OAM. This addition grants SYME a regulated entry point into the Italian market and direct access to local banking relationships, essential for scaling inventory monetisation operations. The acquisition also incorporates inventory monetisation funding expertise and financing structures, aligning with the board's vision of a broader working-capital fintech platform rather than a narrow inventory ownership acquisition. Discussions are also underway regarding corporate and transaction-level funding with SFE Equity Investments SARL (SFE EI), a securitisation entity wholly owned by SFE. Definitive documentation remains pending.

Focus on Italy Supported by Recent Legislative Changes Encouraging Inventory Monetisation

SYME's prioritisation of Italy coincides with recent legislative initiatives, such as the Italian Destocking Decree and reforms to the securitisation framework for inventory destocking, which facilitate inventory monetisation at scale. These regulatory developments indicate growing support for inventory-based working capital solutions and may enable fintech platforms like SYME to structure and fund transactions more effectively. The board views these changes as significant opportunities to expand operations in the Italian market.

Alongside acquisition talks, SYME is progressing two potential Italian Inventory Monetisation deals. The first involves Tekne S.p.A, an existing client, with a proposed gross inventory and working capital transaction perimeter up to EUR 25 million. SYME clarifies this figure does not represent expected revenue or committed funding. The second transaction involves another Italian industrial client whose identity remains confidential. Both deals are subject to due diligence, structuring, investor approval, and funding availability, with no certainty of completion.

Securitisation Infrastructure Partnership with SFE Equity Investments

A core component of SYME's strategy is developing securitisation infrastructure to finance inventory and receivables efficiently. SYME and SFE EI are collaborating on an asset-backed, revolving securitisation structure involving local transaction parties. Under this framework, SFE EI and partners provide the securitisation infrastructure and access to authorised Italian entities, enabling SYME to originate and service transactions without bearing financing risk directly.

SYME's responsibilities will focus on origination, due diligence, inventory monitoring, and specialist servicing—leveraging its fintech platform expertise. This operational model allows SYME to concentrate on customer acquisition and asset quality while securitisation partners manage funding logistics and regulatory compliance. The structure aims to scale transaction volumes while minimizing balance sheet risk and regulatory capital requirements.

Governance and Related-Party Conflict Management

SYME has disclosed material related-party relationships necessitating strict governance. CEO Alessandro Zamboni is the sole director and ultimate beneficial owner of The AvantGarde Group S.p.A. (TAG), which indirectly holds interests in SFE, which fully controls SFE EI. Consequently, SFE and SFE EI are related parties. Mr Zamboni has declared his interests and will abstain from voting on board resolutions related to the acquisition and funding arrangements. Independent board members oversee ensuring arm's-length negotiation and fairness to shareholders. While governance procedures align with best practices, investors should be aware of potential incentive misalignments due to the CEO's personal financial interests linked to SFE's success.

Delay in 2025 Annual Report and Accounts Publication

On 27 April 2026, SYME announced that its 2025 Annual Report and Accounts would not meet the 30 April 2026 statutory deadline. The company and auditors Bright Graham Murray continue to finalize financial statements and audit procedures without a revised publication date. This delay raises questions about outstanding audit issues. Trading suspension remains in effect pending report publication and regulatory compliance confirmation. While such delays are not uncommon in fintech firms with complex transactions, they limit market transparency on current financial health. The forthcoming report will provide crucial insight into SYME's financial position, cash flow, and viability of the acquisition and Italian transactions.

Inventory Monetisation Platform and Non-Debt Working Capital Model

SYME operates a fintech platform enabling manufacturers and traders to monetise inventory without incurring debt. Eligible inventory is monetised through sale to third-party Inventory Funders, differentiating SYME’s model from traditional asset-based lending or invoice financing by facilitating asset sales rather than secured loans. Revenue is generated via fees or margins on transaction values. The asset-light model minimizes credit risk, relying on creditworthy funders and sound transaction structures.

The expanded acquisition, including inventory ownership and credit intermediation, reflects a vertical integration strategy, enhancing control over origination, pricing, and funding. This integration could improve margins and transaction speed but also increases balance sheet exposure and regulatory obligations, particularly due to the Italian regulated credit intermediation business inclusion.

Tekne S.p.A Transaction and Pipeline Overview

Tekne S.p.A, an existing SYME client, represents the first named transaction opportunity post-strategic repositioning, with a proposed gross inventory and working capital perimeter up to EUR 25 million. Naming Tekne suggests established relationships and market validation. However, SYME emphasizes this figure is not expected revenue nor committed funding, reflecting preliminary status.

The second Italian industrial counterparty remains confidential due to commercial sensitivity. Together, these opportunities could significantly increase SYME's origination volume if completed. Both remain contingent on due diligence, structuring, approvals, documentation, and funding availability, with no guarantee of completion or final terms.

Capital Markets Outlook and Upcoming Announcements

SYME anticipates further announcements regarding execution of definitive acquisition and funding agreements, publication of the 2025 Annual Report and Accounts, lifting of trading suspension, and progress on Italian business opportunities. These events represent key catalysts. The current trading suspension prevents share price discovery. Upon resumption, investors will reassess valuation considering the expanded acquisition, Italian market potential, and financial disclosures. Timing of these developments is expected to drive share price volatility, requiring investors to evaluate the quality of documentation and transaction pipeline credibility.