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WRAP Retail Offer for up to £250,000

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Tiger Alpha Plc is launching a WRAP Retail Offer to raise up to £250,000 through the issuance of up to 5,000,000 new ordinary shares at £0.05 per share. This offer is part of a larger proposed fundraise of approximately £4,750,000 associated with the company's reverse takeover of Potentially Limited. The WRAP Retail Offer proceeds will be used for working capital, and its completion is conditional on the acquisition and fundraise. A share consolidation is also proposed, where existing shares will be consolidated at a 10:1 ratio, meaning the £0.05 offer price is equivalent to £0.005 pre-consolidation. The offer is open to eligible UK retail investors and is expected to close on June 24, 2026, with new shares anticipated to be admitted to AIM around July 13, 2026.

Full announcement

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Tiger Alpha PLC is pleased to announce a retail offer via the Winterflood Retail Access Platform ("WRAP") to raise up to £250,000 (the "WRAP Retail Offer") through the issue of new ordinary shares of £0.01 each in the capital of the Company ("New Ordinary Shares"). Under the WRAP Retail Offer up to 5,000,000 New Ordinary Shares (the "WRAP Retail Offer Shares") will be made available at a price of £0.05 per share.

The WRAP Retail Offer will form part of the proposed fundraise associated with the reverse takeover by the Company of Potentially Limited which was announced on 22 June 2026. The Company has announced a proposed placing and subscription of new Ordinary Shares (the "Fundraise Shares" and together with the WRAP Retail Offer Shares, the "New Ordinary Shares") to raise approximately £4,750,000 (before expenses) through a placing and subscription (the "Fundraise") at a price of £0.05 per Fundraise Share (the "Fundraise Price").

Also as announced on 22 June 2026, the Company is proposing a share consolidation at the General Meeting whereby holders of existing ordinary shares of £0.001 each in the capital of the Company ("Existing Ordinary Shares") will receive 1 New Ordinary Share for every 10 Existing Ordinary Shares (the "Share Consolidation"). Shareholders should note that the Fundraise Price and the issue price of the WRAP Retail Offer Shares are stated on a post-Share Consolidation basis. On an equivalent pre-Share Consolidation basis, this represents a price of £0.005 per Existing Ordinary Share.

The Fundraise Price represents a premium of approximately 5 per cent, on a pre-Share Consolidation basis, to the mid-market closing price of an Ordinary Share on 14 April 2026 (being the latest practicable date prior to this announcement and prior to suspension in the trading of the Company's shares on 15 April 2026). The issue price of the WRAP Retail Offer Shares is equal to the Fundraise Price.

A separate announcement has been made regarding the Acquisition and the Fundraise and its terms and sets out the reasons for the Fundraise and use of proceeds. The proceeds of the WRAP Retail Offer will be utilised for working capital purposes.

For the avoidance of doubt, the WRAP Retail Offer is not part of the Fundraise. Completion of the WRAP Retail Offer is conditional, inter alia, upon the completion of the Acquisition and Fundraise but completion of the Fundraise is not conditional on the completion of the WRAP Retail Offer.

The issue of the WRAP Retail Offer Shares is conditional upon, inter alia, the passing of certain resolutions to be put to shareholders of Tiger Alpha Plc at a General Meeting, which is expected to be held at the Company's registered office at 2.00. p.m. on 10 July 2026.

The WRAP Retail Offer and the Fundraise are conditional on the New Ordinary Shares being admitted to trading on AIM ("Admission"). It is anticipated that Admission will become effective and that dealings in the New Ordinary Shares will commence at 8.00 a.m. on or around 13 July 2026.

WRAP Retail Offer

Therefore, the Company is making the WRAP Retail Offer available to eligible investors in the United Kingdom following the release of this announcement, being existing shareholders of Tiger Alpha Plc and through certain financial intermediaries.

The WRAP Retail Offer is expected to close at 4.30 p.m. on 24 June 2026. Eligible shareholders should note that financial intermediaries may have earlier closing times.

There is a minimum subscription of £100 per investor under the WRAP Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.

The Company has published an AIM Admission Document in compliance with the requirements of the AIM Rules for Companies, and is issued in connection with the proposed admission of the enlarged group to trading on AIM ("Admission Document"). The Admission Document has not been prepared in accordance with the rules of the Financial Conduct Authority ("FCA") for Admission to Trading on a Regulated Market and its contents have not been approved by the FCA. The Admission Document will not be filed with or approved by the FCA or any other government or regulatory authority in the UK.

UK Product Governance Requirements

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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