Update on Admission of Fundraising Shares

Caledonian Holdings PLC

17 August 2026

 

17 August 2026

Caledonian Holdings PLC

("Caledonian" or the "Company")

Update on Admission of Fundraising Shares

Caledonian Holdings PLC (AIM: CHP), the AIM quoted investing company focused on building an integrated financial services group, announces an update in respect of the admission to trading on AIM of the new Ordinary Shares issued pursuant to the Fundraising announced on 13 August 2026.

The Company previously announced that application would be made for the admission of all 48,960,000 new Ordinary Shares, comprising the Placing Shares and the Subscription Shares, and that Admission was expected to become effective at 8.00 a.m. on or around 18 August 2026.

Following confirmation of the settlement timetable applicable to part of the Placing, the Fundraising Shares will now be admitted to trading in two tranches.

First Admission

Application has been made to the London Stock Exchange for the admission to trading on AIM of 8,960,000 new Ordinary Shares, comprising all 2,960,000 Subscription Shares issued pursuant to the £37,000 Management Subscription and 6,000,000 Placing Shares raising gross proceeds of £75,000 ("First Admission"). It is expected that First Admission will become effective and that dealings will commence at 8.00 a.m. on 19 August 2026.

For the avoidance of doubt, all of the Subscription Shares subscribed for by the Directors of the Company and by the senior management team of Aspire Commerce Group Limited, as set out in the Company's announcement of 13 August 2026, are included within First Admission.

Second Admission

Application will be made for the admission to trading on AIM of the balance of 40,000,000 Placing Shares, raising gross proceeds of £500,000 ("Second Admission"). It is expected that Second Admission will become effective and that dealings will commence at 8.00 a.m. on or around 27 August 2026.

There is no change to the total number of new Ordinary Shares to be issued, to the Issue Price or to the aggregate gross proceeds of the Fundraising, only to the timing of admission. The Placing Shares comprised in Second Admission remain conditional upon, inter alia, Second Admission becoming effective. The Placing Shares and the Subscription Shares have been issued under the Company's existing shareholder authorities and rank pari passu in all respects with the Company's existing Ordinary Shares.

Total voting rights

Following First Admission, the Company's issued share capital will comprise 143,652,110 ordinary shares of 1 penny each. The Company does not hold any ordinary shares in treasury. Accordingly, the total number of voting rights in the Company following First Admission will be 143,652,110. This figure may be used by shareholders as the denominator for the calculations by which they determine whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Following Second Admission, and assuming no further issues of Ordinary Shares, the Company's issued share capital and total voting rights will comprise 183,652,110 ordinary shares of 1 penny each.

Unless otherwise defined, capitalised terms in this announcement have the meanings given to them in the Company's announcement of 13 August 2026.

For further information, please contact:

Caledonian Holdings plc Jim McColl, Executive Director Brent Fitzpatrick, Non-Executive Chairman	Tel: [phone]
Allenby Capital Limited (Nominated Adviser)	Tel: [phone]
Nick Athanas / David Asquith
AlbR Capital Limited (Joint Broker)	Tel: [phone]
Axis Capital Markets Limited (Joint Broker)   Richard Hutchison	Tel: [phone]

 

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