REG - Kingswood Holdings - Conversion of Convertible Preference Shares

Kingswood HoldingsAnnouncement

29/12/2023 07:00

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RNS Number : 1242Y  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
(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                            +44 (0)20 7293 0730
 David Lawrence                                        www.kingswood-group.com (http://www.kingswood-group.com)

 Cavendish Capital Markets Limited (Nomad and Broker)  +44 (0)20 7220 0500
 Simon Hicks / Abigail Kelly

 Greentarget (for media)                               +44 (0)20 7324 5498
 Jamie Brownlee                                        Jamie.Brownlee@greentarget.co.uk (mailto:Jamie.Brownlee@greentarget.co.uk)

 

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