Adroit Capital Group Esg Pty Ltd intention to make an Offer to acquire an additional unknown minority stake in M8 Sustainable Limited (ASX:M8S) on January 24, 2023. Under the terms of transaction, Adroit Capital Group made a cash offer to acquire 1 out of every 5 ordinary shares of M8S not currently owned by Adroit or its associates at AUD 0.014 per M8S share reduced by any dividends or distributions declared,determined or paid after January 24, 2023. Adroit Capital is a substantial shareholder of the Company and, together with its associates, holds an interest in the Company of approximately 14% as of December 2022.

The M8S Board further notes that the notice of Offer provided no information as to the credibility of the financing of the OfferThe M8S Board, in consultation with its advisers, will consider the unsolicited Offer and will update shareholders in due course. The M8S Board notes the Offer is subject to a number of conditions including Resolution 1 in the Company's notice of meeting dated January 12, 2023 (NOM) being defeated, Resolutions 2-7 in the NOM being carried, M8S shareholder approval for the Offer (if required) being obtained and no prescribed occurrences. The Second Requisition Notice includes appointment of Malcolm Raymond Scott James and Anthony Nelson and removal of Tomasz Jacek Rudas, Saithsiri Saksitthisereekul and Damien Craig Flugge.

THE M8S BOARD ADVISE SHAREHOLDERS TO TAKE NO ACTION IN RELATION TO THE OFFER. M8 Sustainable will conduct shareholder meeting on February 16, 2023. As of February 21, 2023.

The Administrators have received written notification from Adroit that, given the appointment of the Administrators amounted to a prescribed occurrence for the purposes of the Notice and the Offer, Adroit will not be proceeding with the Offer and that both the Offer and the Notice have been withdrawn.