George Raymond Zage Ill and James Fu Bin Lu Respond to Grindr Special Committee decision to Cease Engagement on Proposed Take-Private Transaction

LOS ANGELES, Nov. 26, 2025 /PRNewswire/ -- George Raymond Zage Ill and James Fu Bin Lu (together, the "Proposing Shareholders" or "we"), who along with affiliated entities beneficially own in aggregate more than 60% of the outstanding shares of common stock of Grindr Inc. (the "Company'' or "Grindr") (NYSE: GRND), today responded to the Grindr Special Committee of its Board of Directors' (the "Special Committee") decision to cease engagement with the Proposing Shareholder's non-binding take-private proposal (the "Proposal") to acquire Grindr for $18.00 per share.

The Special Committee indicated that this determination was made due to uncertainty around the financing for the Proposal. Over the past several weeks, there was regular engagement and negotiation around the signing of a confidentiality agreement to allow our team of financial advisors to conduct confirmatory due diligence in order to finalize a committed debt facility for the going private transaction. The Proposing Shareholders secured significant expressions of interest, in multiple cases unsolicited, to participate in acquisition financing, including multiple highly confident letters as well as contributions in the form of senior debt, hybrid securities and equity. We also indicated to the Special Committee a willingness for the acquisition to be subject to obtaining the approval of a majority of the disinterested shareholders in this take-private transaction.

We also are aware of the following considerations:

1. The Company recently reported outstanding performance in its most recent third quarter financial results, as noted by the Special Committee, and that they feel, as we do, very confident in the Company's ability to create significant value for shareholders.
   
   
2. Research has recently been published after the third quarter earnings from a number of investment banks who have price targets for the Company that are significantly higher than the proposed $18.00 per share acquisition price.
   
   
3. The Company's board of directors has approved and the Company has completed a considerable volume of share repurchases during the course of 2025 at prices in excess of the proposed $18.00 per share acquisition price.
   
   
4. The senior management of the Company has a preference for Grindr to remain a public company.
   
   
5. The Company currently has one of the lowest ratios of net debt to EBITDA in our history of ownership, with significant free cash flow growth. These facts, coupled with the Company's history of deleveraging multiple times is what generated the significant financing interest for the Proposal—but it is also possible for the Company to utilize its balance sheet and cash flow strength to undertake a large and incremental repurchase of Company shares while remaining a public company.

As a result of these considerations, and the feedback from the Special Committee and their termination of engagement on the Proposal, we are withdrawing the Proposal. Mr. Zage's intention, in lieu of a bid to privatize the Company, is to continue to purchase additional shares of the Company in the market. This will be subject to the Company's existing trading policies and approvals, and subject to trading windows. Mr. Zage will also strongly recommend to the Company's management and board of directors to take all necessary steps to materially increase the size of the Company's share repurchase plans and more broadly its commitment to providing returns for shareholders, which at some point may also include dividends.

We will also look to engage constructively with management on the ongoing growth and development of the Global Gayborhood in your Pocket™, including the already announced initiatives such as tele-medicine, but also in additional vertical opportunities that might be considered in the future including travel, media, AI, cryptocurrency and more. The Company has a unique and important role for its customers and the community it serves—we look forward to many years of continued growth and strong financial performance.

Disclaimer

This press release is not a solicitation of a proxy or vote with respect to any securities of the Company or any other securities, or an offer to purchase or a solicitation of an offer to sell any securities of the Company or any other securities, and it is not a substitute for any proxy statement or other filings that may be made with the Securities and Exchange Commission ("SEC"). If such documents are filed with the SEC, investors will be urged to thoroughly review and consider them because they will contain important information, including risk factors. Any such documents, once filed, will be available free of charge at the SEC's website (www.sec.gov) and from the Company.

Media Contacts 
Steve Bruce / Taylor Ingraham
ASC Advisors
[email protected] / [email protected]
203 992 1230

SOURCE George Raymond Zage III & James F. Lu