European Wealth Group Limited SUBSCRIPTION AND ISSUE OF EQUITY (5587W)

TIDMEWG

RNS Number : 5587W

European Wealth Group Limited

02 August 2018

European Wealth Group Limited

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

SUBSCRIPTION AND ISSUE OF EQUITY

European Wealth Group, the integrated wealth management group (now rebranded KW Wealth) today announces that Astoria Investments Limited ("Astoria"), who currently hold 13.71 per cent. of EWG's issued share capital and is therefore a substantial shareholder in the Company, has subscribed for 7,920,000 new ordinary shares ("Subscription Shares") at 16.5 pence per share (the "Subscription Price"), raising proceeds of GBP1.306 million (the "Subscription"). The Subscription Price is the same price at which the syndicated debt facilities were converted and at which certain directors and other employees of EWG subscribed for new shares, both in May 2018.

Following the Subscription, Astoria will hold 28,059,272 ordinary shares, representing 18.00 per cent. of the enlarged issued share capital of the Company.

Application will be made to the London Stock Exchange for the Subscription Shares to be admitted to trading on AIM ("Admission"). The Subscription Shares will rank pari passu in all respects with the existing ordinary shares, including the right to receive all dividends and other distributions declared, made or paid in respect of the Ordinary Shares following Admission. It is expected that Admission will become effective, and that dealings on AIM will commence, at 8.00 a.m. on 7 August 2018.

Following Admission the Company will have 154,870,667 Ordinary Shares in issue. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares with voting rights in the Company will be 154,870,667. The above 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 sourcebook.

Related Party Transaction

Astoria is a substantial shareholder for the purposes of the AIM Rules. Astoria's participation in the Subscription is a related party transaction pursuant to the AIM Rules. All the Independent Directors, being Marianne Ismail, Buzz West, Jonathan Massing, Gary Wilder, Jonathan Freeman and David Hudd consider, having consulted with the Company's nominated adviser, finnCap, that the terms of the Subscription are fair and reasonable insofar as the Company's shareholders are concerned.

Chairman of EWG, Buzz West commented: "Astoria's decision to increase its stake in the Company demonstrates its confidence in the Group's strategy and further cements our relationship with a supportive institutional shareholder. The Group is debt free and well-positioned to take advantage of the long-term growth opportunities we see in the global wealth management and financial planning market. We are ambitious to grow both organically and dynamically by acquisition in the US and Europe. The acquisitions will be funded through a combination of both cash and shares. The proceeds raised today, which we expect will be the last placement that the Company makes at 16.5 pence strengthens our position to capitalise on these opportunities.

Spokesman of Astoria, said: "The work done by the CEO, Marianne Ismail and her team since she was appointed, has positioned the Group to deliver long-term value to shareholders. Our additional investment today reflects our confidence in the future of the Group."

For further details, please contact:

 
 European Wealth Group Limited       [phone] 
 Marianne Ismail 
 Graydon Butler 
 
   finnCap Ltd (Nomad and Broker)      [phone] 
 Adrian Hargrave 
 Scott Mathieson 
 
   Redleaf Communications (for         [phone]; [e-mail] 
   media) 
 Robin Tozer 
 

Notes to Editors:

Astoria Investments Limited

Astoria is an investment company, based in Mauritius and listed on the Stock Exchange of Mauritius (ticker: ATIL.NOOO), the Johannesburg Stock Exchange (ticker: ARA) and the Namibian Stock Exchange (ticker: NRO). Its investments are managed by Anchor Capital (Mauritius) Limited, a subsidiary of Anchor Capital (www.anchorcapital.co.za). Anchor Capital is one of South Africa's fastest growing asset management companies and has established itself as one of South Africa's leading providers of asset management services, in both local and offshore markets.

The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.

 
 1.   Details of the Person discharging managerial responsibilities 
       ("PDMR") / person closely associated with them ("PCA") 
 a)   Name                            Darryl Kaplan 
     ------------------------------  --------------------------------------------- 
 2.   Reason for the notification 
     ----------------------------------------------------------------------------- 
 a)   Position / status               Non-Executive Director (Board representative 
                                       of Astoria) 
     ------------------------------  --------------------------------------------- 
 b)   Initial notification            Initial notification 
       / amendment 
     ------------------------------  --------------------------------------------- 
 3.   Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
     ----------------------------------------------------------------------------- 
 a)   Name                            European Wealth Group Limited 
     ------------------------------  --------------------------------------------- 
 b)   Legal Entity                    213800DX97OROHY26686 
       Identifier 
     ------------------------------  --------------------------------------------- 
 4.   Details of the transaction(s): section to be repeated 
       for (i) each type of instrument; (ii) each type of transaction; 
       (iii) each date; and (iv) each place where transactions 
       have been conducted 
     ----------------------------------------------------------------------------- 
 a)   Description of                  Ordinary shares of 5 pence each in the 
       the financial                   Company 
       instrument                      GG00BKY4K072 
     ------------------------------  --------------------------------------------- 
 b)   Nature of the                   Purchase of 7,920,000 Ordinary Shares 
       transaction                     by Director of the Company 
     ------------------------------  --------------------------------------------- 
 c)   Price(s) and                     Price(s)   Volume(s) 
       volume(s)                        16.5p      7,920,000 
                                                  ---------- 
     ------------------------------  --------------------------------------------- 
 d)        Aggregated information 
             *    Aggregated volume     n/a 
 
 
             *    Aggregated price 
     ------------------------------  --------------------------------------------- 
 e)   Date of the transaction(s)      02 August 2018 
     ------------------------------  --------------------------------------------- 
 f)   Place of the                    London Stock Exchange, AIM 
       transaction 
     ------------------------------  --------------------------------------------- 
 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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August 02, 2018 02:01 ET (06:01 GMT)