REG - Pinewood Tech Gp PLC - Admission of New Ordinary Shares

Pinewood TechnologiesAnnouncement

30/07/2025 14:00

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RNS Number : 1750T  Pinewood Technologies Group PLC  30 July 2025

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INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION

FOR IMMEDIATE RELEASE

30 July 2025

Pinewood Technologies Group plc ("Pinewood.AI" or the "Company")

 

Admission of New Ordinary Shares

Further to the announcement made on 6 June 2025 in relation to the proposed
acquisition of the 51 per cent. interest in Pinewood North America LLC held by
Lithia UK Holding Limited (the "Seller"), a wholly-owned subsidiary of Lithia
Motors, Inc. ("Lithia") (the "Acquisition"), Pinewood.AI today announces that
an application has been made for the admission of 14,560,691 new ordinary
shares of £1 each in the capital of the Company (the "New Ordinary Shares")
to the equity shares (commercial companies) category of the Official List of
the Financial Conduct Authority (the "FCA") and to trading on the main market
for listed securities of London Stock Exchange plc (together, "Admission").
The New Ordinary Shares will be issued to the Seller in connection with the
Acquisition. It is expected that Admission will become effective at 8.00 a.m.
(London time) on 31 July 2025.

A further announcement will be made by the Company in respect of completion of
the Acquisition ("Completion"), which will take place automatically on
Admission of the New Ordinary Shares.

From Completion, the Seller will be subject to a lock-in restricting the
disposal of the New Ordinary Shares for a period of two years (subject to
certain limited customary exceptions, including with the consent of
Pinewood.AI) and Lithia and the Seller will be subject to certain non-compete
restrictions for a period of 12 months.

Total Voting Rights

Following Admission, the Company will have 115,099,977 ordinary shares of £1
each in the capital of the Company ("Ordinary Shares") in issue. There are no
Ordinary Shares held in treasury.

Therefore, following Admission, the Company hereby confirms that the total
number of voting rights in the Company will be 115,099,977. Following
Admission, this figure may be used by shareholders as the denominator for the
calculations by which they will determine if 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.

Enquiries:

 

 Pinewood.AI                                                            InvestorRelations@Pinewood.AI

 Bill Berman (Chief Executive)

 Ollie Mann (Chief Financial Officer)

 Jefferies International Limited (Financial Adviser, Sponsor and Joint  +44 (0) 20 7029 8000
 Corporate Broker)

 Philip Noblet

 Thomas Bective

 Harry Spooner

 Ellie McDonald

 Headland Consultancy (PR & Communications)                             +44 (0) 20 3805 4822
 Henry Wallers
 Jack Gault

 

Important Notices

This announcement has been issued by and is the sole responsibility of the
Company. The information contained in this announcement is for background
purposes and does not purport to be full or complete.

Jefferies International Limited ("Jefferies"), which is authorised and
regulated in the United Kingdom by the FCA, is acting solely for the Company
as financial adviser and for no-one else in connection with the Acquisition
and the matters set out in this announcement. Jefferies will not regard any
other person (whether or not a recipient of this announcement) as its client
in relation to the Acquisition and the matters set out in this announcement
and will not be responsible to anyone other than the Company for providing the
protections afforded to its clients or for providing advice to any other
person in relation to the Acquisition, the content of this announcement or any
other transaction, arrangement or matter described in this announcement.

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