PDMR / PCA Shareholding & TR-1 Notification
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Following completion of the successful oversubscribed equity fundraise announced on 25 March 2025, underpinned by founder and chief executive Matthew Moulding's net contribution of £60 million, the Company has received the below notifications.
Matthew Moulding's equity interest in the Company equates to 429,873,034 shares, being approximately 25 per cent. on a fully diluted basis. This equity interest is comprised of:
- 98,596,539 ordinary voting shares;
- 122,190,088 unlisted ordinary shares; and
- a conversion right for a further 209,086,407 ordinary voting shares pursuant to the Convertible Loan.
To satisfy demand from new and existing investors in the oversubscribed equity fundraise, the Company's new share authority limits required Matthew Moulding to transfer 23,327,894 ordinary voting shares to the placing book, the gross proceeds of which were all reinvested into the Company by way of the Convertible Loan. No proceeds were received from the transactions referred to in this notification by Matthew Moulding, FIC Shareco Limited or any person closely associated with them.
The Company makes the below announcement and notifications in accordance with the requirements of the Disclosure Guidance and Transparency Rules and the UK Market Abuse Regulation.
PDMR/PCA Shareholding
| a) | Name | FIC Shareco Limited |
| 2. | Reason for the notification | |
| a) | Position / Status | PCA of Matthew Moulding |
| b) | Initial Notification / Amendment | Initial Notification |
| a) | Name | THG PLC |
| b) | LEI | 21380066N3SV9O8IDP37 |
| a) | Description of the financial instrument, type of instrument Identification Code | Ordinary shares of £0.005 each ISIN: GB00BMTV7393 |
| b) | Nature of the transaction | Entering into a convertible loan agreement with the Company giving the right to acquire new ordinary shares on conversion Disposal of ordinary shares |
| c) | Price(s) and volume(s) | Volume: £67,534,909.76 ( principal value of Convertible Loan) * 32.3p (price) = 209,086,407 (number of new ordinary shares to be issued on conversion) Price(s): 32.3p Volume (number of shares disposed to placing book): 23,327,894 |
| d) | Aggregated information | N/a |
| e) | Date of transaction | 28 March 2025 |
| f) | Place of transaction | London Stock Exchange (XLON) |
TR-1: Standard form for notification of major holdings
Issuer Details
ISIN
GB00BMTV7393
Issuer Name
THG PLC
UK or Non-UK Issuer
UK
Reason for Notification
An acquisition or disposal of voting rights
Details of person subject to the notification obligation
Name
Matthew Moulding
City of registered office (if applicable)
Altrincham
Country of registered office (if applicable)
United Kingdom
Details of the shareholder
| Name | City of registered office | Country of registered office |
| FIC Shareco Limited | St Peter Port | Guernsey |
Date on which the threshold was crossed or reached
28-Mar-2025
Date on which Issuer notified
31-Mar-2025
- Total positions of person(s) subject to the notification obligation
| Position of previous notification (if applicable) | 9.222317 | 0.000000 | 9.222317 | |
| 8A. Voting rights attached to shares | ||||
| GB00BMTV7393 | 22326196 | 76270343 | 1.610000 | 5.480000 |
| Sub Total 8.A | 98596539 | 7.090000% | ||
Financial Instruments according to (DTR5.3.1R.(1) (a))
Sub Total 8.B1
- Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
Sub Total 8.B2
- Information in relation to the person subject to the notification obligation
| Matthew Moulding | 1.610000 | |
| Matthew Moulding | FIC Shareco Limited | 5.480000 |
In case of proxy voting
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
- Additional Information
- Date of Completion
31-Mar-2025
Place Of Completion
London, UK
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