Conversion of Convertible Preference Shares

Kingswood Holdings Limited

29 December 2023

 

KINGSWOOD HOLDINGS LIMITED

("Kingswood" or the "Group")

Conversion of Convertible Preference Shares

Kingswood Holdings Limited (AIM: KWG), the international, fully integrated wealth and investment management group, announces that the Conversion of 77,428,443 £1 Convertible Preference Shares issued by the Group under the instrument dated 13 September 2019 to HSQ Investment Limited ("HSQ"), a wholly owned indirect subsidiary of funds managed and/or advised by Pollen Street Capital Limited, is expected to become effective in 2024.

Conversion is expected to take place at the previously notified price of 16.5 pence per Ordinary Share for the value of Convertible Preference Shares plus associated Preference Dividends at 5% which have been accrued and compounded on an annual basis under the terms of the Convertible Preference Shares.

Conversion is conditional upon regulatory approvals in a number of jurisdictions which are in the process of being obtained. Upon satisfaction of all conditions outstanding relating to Conversion, application will be made to the London Stock Exchange for the required new Ordinary Shares to be admitted to trading ("Admission"). The new Ordinary Shares will rank pari passu with the existing Ordinary Shares.

On Admission it is expected that HSQ will hold over 50% of the Group's enlarged issued share capital. The effect of Conversion for the purposes of the Takeover Code, and specifically the waiver of the requirement for a mandatory offer in the event of Conversion, was described in the Group's circular of 13 September 2019.

Capitalised terms used but not otherwise defined in this announcement shall have the meanings ascribed to such terms in the Group's circular to shareholders dated 13 September 2019, which is available on the Group's website at https://www.kingswood-group.com/wp-content/uploads/2020/01/Circular_and_Notice_of_General_Meeting.pdf .

Further updates will be provided in due course.

For further details, please contact:

Kingswood Holdings Limited	[phone]
David Lawrence	www.kingswood-group.com
Cavendish Capital Markets Limited (Nomad and Broker)	[phone]
Simon Hicks / Abigail Kelly
Greentarget (for media)	[phone]
Jamie Brownlee	[e-mail]

 

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