REG-Thalassa Holdings Ltd Thalassa Holdings Ltd: Publication of Prospectus

Thalassa HoldingsAnnouncement

20/12/2024 13:15

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   Thalassa Holdings Ltd (THAL)
   Thalassa Holdings Ltd: Publication of Prospectus

   20-Dec-2024 / 13:03 GMT/BST

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   20 December 2024

                             Thalassa Holdings Ltd

                     (Reuters: THAL.L, Bloomberg: THAL:LN)

                         ("Thalassa" or the "Company")

                           Publication of Prospectus

                           Allotment of Placing Shares

                                  Subscription

    

   PUBLICATION OF PROSPECTUS

    

   Thalassa Holdings  Ltd  is  pleased  to  announce  that,  further  to  its
   announcement on 16 December 2024 relating  to the results of the  Placing,
   its Prospectus dated 20 December 2024 has been approved by the FCA and has
   been published today.

    

   An electronic  copy of  the  Prospectus has  been  made available  on  the
   Company's website ( 1 https://www.thalassaholdings.com). The Prospectus is
   also available for inspection at  the National Storage Mechanism  website:
   ( 2 https://data.fca.org.uk/#/nsm/nationalstoragemechanism).

    

   Terms used  in  this  announcement shall,  unless  the  context  otherwise
   requires, be as defined in the announcement published by the Company on 16
   December 2024 in relation to the Placing and Admission.

    

   ALLOTMENT OF SHARES

    

   The Company also  confirms that  it has today  allotted 8,710,000  Placing
   Shares of US$0.01 each, conditionally on Admission.

    

   Applications will be made to the  FCA for admission of the Placing  Shares
   to the Equity Shares (Transition) Category of the Official List of the FCA
   and to the London Stock Exchange  for admission to trading of the  Placing
   Shares on  its main  market for  listed securities.  It is  expected  that
   Admission will become effective at or around 8.00 a.m. on 10 January 2025.

    

   All references  to time  in  this announcement  are  to London  time.  Any
   changes in the  expected timetable  and the  results of  the allotment  of
   shares will  be  announced by  the  Company through  the  regulatory  news
   service.

   The Placing Shares ("New Ordinary Shares") will, when issued, be  credited
   as fully paid  and will rank  pari passu  in all respects  with all  other
   ordinary shares of the Company.

    

   The Company confirms that with effect  from admission of the New  Ordinary
   Shares to the FCA's Official  List and to trading  on the Main Market  for
   listed securities,  the  Company's  issued  share  capital  will  comprise
   16,655,838 ordinary shares  of US$0.01  each. As at  the last  practicable
   date, the Company holds 12,906,521 ordinary shares in treasury.

    

   The above  figure  of  16,655,838  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 of a change to their interest  in
   the Company under the FCA's Disclosure and Transparency Rules.

    

   SUBSCRIPTION

    

   The Company  has  also  entered  into a  subscription  letter  with  Alina
   Holdings plc  ("Alina"  or  "Subscriber"), whereby  Alina  has  agreed  to
   conditionally subscribe  for  up  to 12,000,000  new  ordinary  shares  of
   US$0.01 in the Company ("Subscription Shares") at at a subscription  price
   of £0.25,  subject  to  Alina  selling its  existing  property  assets  in
   Brislington and Hastings.

    

   The Subscriber may subscribe for any number of Subscription Shares up to a
   maximum of £3,000,000, at its discretion.  There is no minimum amount  the
   Subscriber must subscribe for.  The Subscription may  be cancelled by  the
   Company if, inter  alia, the  Subscription has  not been  completed by  19
   December 2025.

    

   The Subscription is  conditional on  the Placing.  In the  event that  the
   Placing does not complete, the Subscription will not proceed.

    

   Admission of the Subscription  Shares will take  place within 10  Business
   Days of  the  Company  receiving  payment  from  the  Subscriber  for  the
   Subscription Shares.

    

   Due to the Company and Alina having a number of cross shareholdings and  a
   shared director, Duncan  Soukup, the transaction  is considered a  related
   party transaction  under  DTR  7.3 and,  accordingly,  Mr  Soukup  recused
   himself from the Company’s Board meeting approving the transaction. In the
   opinion of the Company’s independent  directors, the Subscription is  fair
   and reasonable from the perspective of the Company and its shareholders.

    

   LEI: 2138002739WFQPLBEQ42

    

                                      END

    

   MARKET ABUSE REGULATION DISCLOSURE

    

   The information  contained  within  this announcement  is  deemed  by  the
   Company to constitute inside information for the purposes of Article 7  of
   the EU Market Abuse  Regulation (EU) No  596/2014 as it  forms part of  UK
   domestic law by  virtue of  the European  Union (Withdrawal)  Act 2018  as
   amended ("UK MAR"), and Article 7 of the Market Abuse Regulation (EU)  No.
   596/2014 ("EU MAR"). The Company is solely responsible for the content  of
   this announcement.

    

   Enquiries:             3 enquiries@thalassaholdingsltd.com
   Thalassa Holdings Ltd  

    

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   Dissemination of a Regulatory Announcement that contains inside
   information in accordance with the Market Abuse Regulation (MAR),
   transmitted by EQS Group.
   The issuer is solely responsible for the content of this announcement.

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   ISIN:          VGG878801114
   Category Code: PDI
   TIDM:          THAL
   LEI Code:      2138002739WFQPLBEQ42
   Sequence No.:  366599
   EQS News ID:   2056033


    
   End of Announcement EQS News Service

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References

   Visible links
   1. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=f115c7cc840890747c5716516f045000&application_id=2056033&site_id=refinitiv~~~790ea929-3c21-49b8-8ff9-1aed464daef1&application_name=news
   2. https://eqs-cockpit.com/cgi-bin/fncls.ssp?fn=redirect&url=1e84eb6c3310c93f7fb161c09372521b&application_id=2056033&site_id=refinitiv~~~790ea929-3c21-49b8-8ff9-1aed464daef1&application_name=news
   3. mailto:enquiries@thalassaholdingsltd.com


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