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River Tech - Acquisition and Restructuring Plan

RefinitivOkuma süresi: 3 dakika

Malta, 02 October 2025:

Reference is made to market announcement published 17 September 2025 andmarketupdate published 19 September 2025 by River Tech p.l.c. (the "Company",togetherwith its subsidiaries, the "Group").

Following the formal notices of termination from the Group's key client,Tech4SLimited, the Board of Directors and Management have initiated a plan tosafeguard shareholder value and secure future revenue growth.

The plan includes the following actions:

1. Acquisition of the assets, business, and employees of MSIPAY Limited

An agreement for the Group to acquire the assets, business, and employees ofMSIPAY Limited ("MSIPAY"), a company registered in Malta, was signed by theparties involved on 29 September 2025. Delay of disclosure was decided inaccordance with the EU Market Abuse Regulation (MAR), article 17(4).

The transaction presents a significant strategic opportunity that aligns withthe Group's growth objectives in the technology industry and broader paymentsand KYC technology markets. The product of MSIPAY is a scalable payment andKYCtechnology platform with strong foundations in digital transactions. The Grouphas been previously engaged for the technical development of the technologicalplatform for MSIPAY.

The transaction offers both standalone growth potential and significantsynergies with the Group's existing platform, making it a strong deal for theGroup and its shareholders.

The net value of the acquisition is estimated to be EUR 359,000. Payment willconsist of the Group issuing a waiver of existing debt of EUR 537,916 owed byMSIPAY to the Company's subsidiary, River Technologies Limited. In addition tothe value of the assets acquired, Kahl Holdings Limited, the sole shareholderofMSIPAY, will transfer its complete holding of shares in the Company of 435,540shares to the Company.

The acquisition is expected to be completed by 31 December 2025, whileintegration of assets, business, and employees of MSIPAY already has startedandwill be completed by 31 October 2025.

2. Leveraging three product lines

Following the acquisition of the operations of MSIPAY, the Group can now offeraPayments Aggregator and Orchestrator Platform in addition to the existingtechnology platform. A third product line, Content Management, is underdevelopment and close to completion. The three product lines will improvecompetitiveness and reduce risk.

3. Secure cashflow and reduce costs

Immediately following the notice of termination from the Group's key client,Tech4S Limited, Management with support from the Board of Directors initiatedmeasures to cut costs. Redundancies were implemented and the decision wastakento close the office in Poland. The measures will reduce monthly costs by 50percent, to less than EUR 250,000 including net costs from the MSIPAY operation,with financial effect from 31 October 2025.

The Group has a free cash balance as per 1 October 2025 of EUR 3.6 millionafterprovisions for redundancy payments.

The final outstanding payment from Tech4S Limited amounts to EUR 2.9 million.The outstanding amount will be settled in October and November with completesettlement by 30 November as per verbal commitment from Tech4S Limited.

Following the actions undertaken and planned, it is the view of the Board ofDirectors and Management of the Company that the Group is well positioned toleverage its market position and has the financial strength and liquidity tosucceed.

The Group will publish the Q3 2025 presentation on 30 October 2025 and willprovide an update on the progress of the activities outlined above.

For further information please contact:Luke Ciantar, CEO RIVER TECHPhone: +356 99854724Email: investors@river.tech

About RIVER TECH: RIVER TECH P.L.C. is a technology company offering a B2Btechnology product. Focusing on assisting companies with specialistcompetencies, by providing secure and tailormade, yet user-friendly solutions,for the delivery of services within the online sphere. RIVER TECH P.L.C. isregistered in Malta and is listed on Euronext Growth under the ticker symbol"RIVER".

For more information about RIVER TECH P.L.C: https://www.river.tech/

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This information is considered to be inside information pursuant to the EUMarket Abuse Regulation and is subject to the disclosure requirements pursuantto the Euronext Growth Oslo Rule Book Part II and as mandated by FinancialSupervisory Authority of Norway (Finanstilsynet) pursuant to MAR in Norway.

This stock exchange announcement was published by Rachel Mifsud Bonnici, ChiefLegal & Compliance Officer of River Tech plc on 02 October 2025 at 19.00 hoursCEST.

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