Conversion of Mandatory Convertible Loan Notes

Amigo Holdings PLC

06 January 2026

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

6 January  2026

Amigo Holdings PLC

("Amigo" "PLC" or the "Company")

Conversion of Mandatory Convertible Loan Notes ("Loan Notes")

Amigo announces that, pursuant to the terms of the Loan Notes, first announced on 14 November 2025 ("Announcement") and as set out in more detail in the Notice of General Meeting published on 26 November 2025 ("Notice"), it intends to convert Tranche 1 (as defined in the Notice) of Loan Notes into 375,000,000 new ordinary shares of 0.25p each in the Company ("Ordinary Shares") at a conversion price of 0.3p per Ordinary Share, consistent with the terms set out in the Notice ("New Ordinary Shares").

The New Ordinary Shares rank will pari passu in all respects with the existing Ordinary Shares, including the right to receive all dividends and other distributions declared, made or paid after the date of issue.

A further 125,000,000 Ordinary Shares remain issuable upon conversion of the balance of the Loan Notes, which is expected to occur:

(i)  following publication of a prospectus, (for instance in respect of any Reverse Takeover ("RTO"), or as otherwise permitted subsequently under the Public Offers and Admissions to Trading Regulations 2024 (as amended from time to time)); or

(ii) on 31 January 2027;

also at a conversion price of 0.3p per share.

Full conversion of the Loan Notes will result in the issue of 500,000,000 ordinary shares.

Application has been made for the New Ordinary Shares to be admitted to trading on the main market for listed securities of the London Stock Exchange ("Admission"). It is expected that Admission will become effective and that dealings in the New Ordinary Shares will commence at 8.00 am on 20 January 2026.

Following Admission of the New Ordinary Shares, the Company's enlarged issued share capital will comprise 1,065,088,160 Ordinary Shares.

The Company will provide a further announcement in due course regarding the timing and completion of the Tranche 2 conversion and any associated Admission.

Contacts:

Amigo Holdings PLC	[e-mail]
Nick Beal	Chief Executive
Sponsor	Beaumont Cornish 0207 628 3396

This announcement contains inside information for the purposes of Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended). The person responsible for this announcement is Nicholas Beal, Company Secretary.

About Amigo Holdings PLC

Amigo is a public limited company registered in England and Wales with registered number 10024479. The Amigo Shares are listed on the Official List of the London Stock Exchange.

 

END