Annual Report, FPA Drawdown & Warrant Amendment

MAC Alpha Limited

27 October 2026

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA OR ANY JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

LEI number: 254900LOBYWJWYSAB947

27 October 2026

MAC Alpha Limited

(the "Company")

Annual Financial Statements, a £500,000 Subscription and Amendment of Warrant Instruments

The Company announces the publication of its audited annual report and financial statements for the year ended 30 June 2026 (the "Annual Financial Statements"),the raising of a further £500,000 through the issue of A Shares and matching A Warrants, and an amendment to the terms of its ordinary and class A warrants.

The Annual Financial Statements have been submitted to the National Storage Mechanism and are available there in unedited full text at https://data.fca.org.uk/#/nsm/nationalstoragemechanism and  are also available on the 'Shareholder Documents' page of the Company's website at www.mac-alpha.com.

Pursuant to the Forward Purchase Agreement between the Company, Marwyn General Partner II Limited and Marwyn Value Investors II LP (related parties of the Company through common management) detailed in the Company's prospectus of 24 December 2021, the Company has raised £500,000 through the issue of 500,000 A Shares (with Class A Warrants being issued on the basis of one Class A Warrant per A Share) at a price of £1 per share and matching A Warrant. The capital is being raised to support the execution of the Company's stated strategy and will be invested upon receipt in its subsidiary. The Company's subsidiary is a related party of the Company due to its minority interests being held by other related parties to the Company.

A PDMR Notification and a PCA Notification are set out at the bottom of this announcement. As the A Shares are unlisted and carry no voting rights, the total number of voting rights in the Company remains unchanged. Accordingly, shareholders should use the total number of Ordinary Shares in the Company in issue of 700,000 as the denominator for the calculations by which they will determine whether they are required to notify their interest in the Company under the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority.

The Company also announces that it has today amended the warrant instruments dated 16 December 2021 constituting its ordinary warrants and class A warrants (together, the "Warrants"). In accordance with the terms of each warrant instrument, the amendments have received the prior written consent of holders of Warrants representing seventy-five per cent. or more of the outstanding Warrants of each class.

Under their original terms, the Warrants would cease to be exercisable five years from the date of Admission, being 24 December 2026. As the Company has not yet completed its Initial Transaction (as defined in the Company's articles of association), the board considers it appropriate that holders of Warrants retain the ability to exercise their Warrants following completion of that transaction. The long stop date for the exercise of the Warrants has been amended to the fifth anniversary of the date of completion of the Initial Transaction or, if earlier, the date of liquidation of the Company. All other terms of the Warrants remain unchanged.

Notes

¹ The A Shares are ordinary equity shares with the same economic rights as the Company's ordinary shares but without voting rights. They are convertible into ordinary shares on a one-for-one basis at the time at which the Company next publishes a prospectus or equivalent document in relation to the further issue of ordinary shares.

Enquiries:

Company Secretary

Antoinette Vanderpuije - [phone]

Notification of transactions of persons discharging managerial responsibilities and persons closely associated with them

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Marwyn Investment Management LLP, a person closely associated with James Corsellis, Antoinette Vanderpuije and Tom Basset (Directors of the Company).
2	Reason for the notification
a)	Position/status	Sponsor
b)	Initial notification / Amendment	Initial
3	Details of the issuer
a)	Name	MAC Alpha Limited
b)	LEI	254900LOBYWJWYSAB947
4	Details of the transaction(s)
a)	Description of the financial instrument, type of instrument Identification code	A Shares of no par value  -  Unlisted
b)	Nature of the transaction	Subscription for shares
c)	Price(s) and volume(s)	£1.00  -  500,000
d)	Aggregated information - aggregated volume; price	500,000  - £500,000
e)	Date of the transaction	27 October 2026
f)	Place of the transaction	Outside a trading venue

1	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Marwyn Investment Management LLP, a person closely associated with James Corsellis, Antoinette Vanderpuije and Tom Basset (Directors of the Company).
2	Reason for the notification
a)	Position/status	Sponsor
b)	Initial notification / Amendment	Initial
3	Details of the issuer
a)	Name	MAC Alpha Limited
b)	LEI	254900LOBYWJWYSAB947
4	Details of the transaction(s)
a)	Description of the financial instrument, type of instrument Identification code	Class A Warrants  -  Unlisted
b)	Nature of the transaction	Warrants issued on subscription for A Shares
c)	Price(s) and volume(s)	NIL  -  500,000
d)	Aggregated information - aggregated volume; price	500,000  /  NIL
e)	Date of the transaction	27 October 2026
f)	Place of the transaction	Outside a trading venue

This announcement is made in accordance with the requirements of the UK Market Abuse Regulation ("MAR") and the Company confirms that the PDMR's notification obligations under MAR have also been satisfied.

 

END