REG - GB Group PLC - Publication of Prospectus

GBAnnouncement

24/10/2025 12:00

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RNS Number : 7887E  GB Group PLC  24 October 2025

24 October 2025

GB Group Plc

("GBG", "Group" or the "Company")

 

Publication of Prospectus

 

GBG, a global identity technology business enabling safe and rewarding digital
lives, is pleased to announce the publication of a prospectus (the
"Prospectus") in relation to the proposed admission of its ordinary shares
(the "Ordinary Shares") to the Equity Shares (Commercial Companies) Category
of the Official List of the Financial Conduct Authority and to trading on the
main market for listed securities of London Stock Exchange plc ("LSE")
(together, "Admission").

It is expected that: (i) Admission will take place at 8.00 a.m. on 30 October
2025; and (ii) the Ordinary Shares will be cancelled from trading on AIM, a
market operated by the LSE, at 8.00 a.m. on 30 October 2025. The last day of
trading of the Group's Ordinary Shares on AIM is therefore expected to be 29
October 2025.

The Company is not offering any new Ordinary Shares nor any other securities
in connection with the proposed Admission. Following Admission, the Company's
Ordinary Shares will continue to be registered with their existing ISIN of
GB0006870611 and the TIDM will remain GBG.

The Group's shareholders should consult their own professional advisers
regarding the consequences of Admission.

The Prospectus has been approved by the FCA and will shortly be available to
view on GBG's website, www.gbgplc.com/investors
(http://www.gbgplc.com/investors) . A copy of the Prospectus will be submitted
to the National Storage Mechanism and will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 For further information, please contact:

GBG

 Dev Dhiman, CEO & David Ward, CFO                                 +44 (0) 1244 657333

 Richard Foster, Investor Relations                                +44 (0) 7816 124164
 Deutsche Numis (Sponsor, Nominated Adviser and Corporate Broker)  +44 (0) 0207 260 1000

 Simon Willis, Joshua Hughes & Tejas Padalkar
 FTI Consulting (Financial PR)                                     +44 (0) 203 727 1779

 Ed Bridges, Dwight Burden & Emma Hall                             GBG@fticonsulting.com

 Website                                                           www.gbgplc.com/investors
 About GB Group plc ("GBG")

 GBG is a global identity technology business, enabling safe and rewarding
 digital lives for genuine people, everywhere.

 For over 30 years, we have combined global data with our innovative technology
 to make sure that genuine people everywhere can digitally prove who they are
 and where they live.

 We are an essential ingredient that protects against digital crime,
 strengthens business resilience and drives responsible growth, at scale,
 across a diverse range of sectors. Today, our team of over 1,100 people serve
 more than 20,000 customers globally.

 GBG is a publicly traded company (LSE: GBG). Further information on our
 business can be found on our corporate website: www.gbgplc.com
 (http://www.gbgplc.com/)

About GB Group plc ("GBG")

GBG is a global identity technology business, enabling safe and rewarding
digital lives for genuine people, everywhere.

For over 30 years, we have combined global data with our innovative technology
to make sure that genuine people everywhere can digitally prove who they are
and where they live.

We are an essential ingredient that protects against digital crime,
strengthens business resilience and drives responsible growth, at scale,
across a diverse range of sectors. Today, our team of over 1,100 people serve
more than 20,000 customers globally.

GBG is a publicly traded company (LSE: GBG). Further information on our
business can be found on our corporate website: www.gbgplc.com
(http://www.gbgplc.com/)

 

Important information

Deutsche Bank AG is a stock corporation (Aktiengesellschaft) incorporated
under the laws of the Federal Republic of Germany with its principal office in
Frankfurt am Main. It is registered with the local district court
(Amtsgericht) in Frankfurt am Main under No HRB 30000 and licensed to carry on
banking business and to provide financial services.  The London branch of
Deutsche Bank AG is registered as a branch office in the register of companies
for England and Wales at Companies House (branch registration number BR000005)
with its registered branch office address and principal place of business at
21, Moorfields, London EC2Y 9DB. Deutsche Bank AG is subject to supervision by
the European Central Bank (ECB), Sonnemannstrasse 22, 60314 Frankfurt am Main,
Germany, and the German Federal Financial Supervisory Authority (Bundesanstalt
für Finanzdienstleistungsaufsicht or BaFin), Graurheindorfer Strasse 108,
53117 Bonn and Marie-Curie-Strasse 24-28, 60439 Frankfurt am Main, Germany.
With respect to activities undertaken in the United Kingdom, Deutsche Bank AG
is authorised by the Prudential Regulation Authority. It is subject to
regulation by the Financial Conduct Authority and limited regulation by the
Prudential Regulation Authority. Details about the extent of Deutsche Bank
AG's authorisation and regulation by the Prudential Regulation Authority are
available from Deutsche Bank AG on request.

Deutsche Bank AG, acting through its London Branch, which is trading for these
purposes as Deutsche Numis ("Deutsche Numis"), is acting exclusively for the
Company and no one else in connection with Admission, the content of this
announcement or any other matter or arrangement referred to in this
announcement and will not regard any other person as its client in relation to
Admission, the content of this announcement or any other matter or arrangement
referred to in this announcement and will not be responsible to anyone other
than the Company for providing the protections afforded to clients of Deutsche
Numis, nor for providing advice in relation to Admission, the content of this
announcement or any other matter or arrangement referred to in this
announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed
on Deutsche Numis by the Financial Services and Markets Act 2000 or the
regulatory regime established thereunder, or under the regulatory regime of
any jurisdiction where exclusion of liability under the relevant regulatory
regime would be illegal, void or unenforceable, neither Deutsche Numis nor any
of its subsidiaries, holding companies, branches or affiliates nor any of
their respective directors, officers, employees, agents or advisers, owes or
accepts or shall assume any duty, responsibility or liability whatsoever
(whether direct or indirect and whether arising in contract, in tort, under
statute or otherwise) to any person in relation to Admission, the content of
this announcement or any other matter or arrangement referred to in this
announcement or for any acts or omissions of the Company and no representation
or warranty, express or implied, is made by any of them as to the contents of
this announcement, including its accuracy, completeness, verification or
sufficiency, or for any other statement made or purported to be made by the
Company, or on its behalf, or by Deutsche Numis, or on its behalf, in
connection with the Company, Admission or the Ordinary Shares, and nothing in
this announcement is, or shall be relied upon as, a promise or representation
in this respect, whether or not to the past or future. To the fullest extent
permitted by law, Deutsche Numis and its subsidiaries, holding companies,
branches and affiliates and their respective directors, members, officers,
employees, agents, or advisers accordingly disclaim all and any duty,
responsibility or liability whatsoever (whether direct or indirect and whether
arising in tort, contract, under statute or otherwise (save as referred to
above)) which they might otherwise have in respect of this announcement or any
such statement or otherwise.

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