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RNS Number : 4696E Minoan Group PLC 23 October 2025
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23 October 2025
Minoan Group Plc
("Minoan")
Update on Suspension
On 4 April 2025, the Company announced that due to insufficient funds the
previous Board of the Company could not finalise the audit of its annual
report and accounts for the year ended 31 October 2024 by 30 April 2025, being
the deadline for publication of its accounts under Rule 19 of the AIM Rules
for Companies. Consequently, on 1 May 2025, trading in the Company's shares
was suspended.
At that time, the Company also announced that it had been unable to secure a
further extension of the secured loan (the "Secured Loan") from DAGG LLP (at
that juncture standing at approximately £1.19 million inclusive of accrued
and unpaid interest), that an event of default had occurred on the Secured
Loan and that it had received an indicative proposal from DAGG LLP, the
outline details of which were included in the announcement of 4 April 2025.
Having received sufficient funding from DAGG LLP, as announced on 20 June
2025, the Company then proceeded to complete its audited financial statements
for the year ended 31 October 2024 and its interim results for the six-month
period ended 30 April 2025. These were announced on 29 July 2025 and 1 August
2025, respectively. Had such financial support from DAGG LLP not been
forthcoming and the deadline set by UK Companies House not met, the Company
would have been disqualified and the title to the Cavo Sidero project lost.
However, at the request of the Company, trading in the Company's shares
remained suspended given the uncertainty in relation to the Company's
financial position.
The ongoing suspension from trading of the shares now rests solely upon
uncertainty concerning Minoan's financial position: the audited financial
statements for the year ended 31 October 2024 show negative shareholder funds
of -£4.174 million. In particular, the Company's non-viability should the
DAGG LLP's offer not progress.
On 15 August 2025, the Company announced the details of the non-binding offer
it received, including the full text of the letter, from DAGG LLP (the "DAGG
Proposal").
In addition, DAGG LLP has informed the Board that they continue to be willing
to provide sufficient emergency funding to support the viability of the
Company, including all regulatory requirements, until the shareholder vote on
its non-binding offer has occurred.
The Board confirms that settlements and write-offs with creditors and lenders
are well advanced such that the Board does expect the DAGG Proposal to advance
to a shareholder vote involving a fairness opinion and the publication of a
Shareholder Circular.
It should be noted that the Company has currently no cash resources and it is
therefore likely that, should either the DAGG Proposal not progress or should
shareholders not vote in favour of it, it is likely that the Company will
enter a liquidation process.
As announced on 15 August 2025, should the DAGG Proposal proceed following
approval from shareholders, it will constitute a Fundamental change of
business and the Company will be deemed a Rule 15 Cash Shell as these terms
are defined in the AIM Rules for Companies.
It is currently expected that, should the suspension of trading in the
Company's shares not be lifted before the end of October 2025, then, pursuant
to Rule 41 of the AIM Rules, admission of the Company to trading on AIM will
be cancelled at 7am on 3 November 2025.
The board will provide a further update on the DAGG Proposal at the proper
time.
For further information visit www.minoangroup.com or contact:
Minoan Group Plc
mail@minoangroup.com
Zeus
020 3829 5000
Antonio Bossi / Andrew De Andrade
Peterhouse Capital Limited
020 7469 0930
Duncan Vasey
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