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Result of Retail Offer

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Xeros Technology Group plc announced the successful closure of its Retail Offer, raising approximately £1.0 million through the issuance of 57,142,857 Retail Offer Shares at 1.75 pence each. The offer was oversubscribed, with existing shareholders receiving 100% of their soft pre-emptive allowance and approximately 99.7% of their additional demand. Application will be made for the admission of these new ordinary shares to the London Stock Exchange, expected on December 1, 2025, subject to shareholder approval at the General Meeting on November 28, 2025.

Full announcement

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The Board of Xeros Technology Group (the "Company") is pleased to announce that the Retail Offer launched on 7 November 2025 has now closed, raising in aggregate approximately £1.0 million through the issuance of 57,142,857 Retail Offer Shares at a price of 1.75 pence each.

The Retail Offer was oversubscribed and therefore allocations were made to existing shareholders, applying the principles of soft pre-emption. Existing Shareholders received 100 per cent. of their soft pre-emptive allowance when their order matched or exceeded their soft pre-emptive allowance. Given the level of demand, where the order was greater than the soft pre-emptive allowance shareholders received approximately 99.7 per cent. of their additional demand.

Application will be made to the London Stock Exchange for the admission of the 57,142,857 New Ordinary Shares pursuant to the Retail Offer. Admission is expected to occur on 1 December 2025, subject to Shareholders passing the proposed Resolutions at the General Meeting to be held on 28 November 2025.

Unless otherwise defined, all capitalised terms used but not defined in this announcement shall have the meaning given to them in the announcement of the Fundraising made by the Company on 6 November 2025.

UK Product Governance Requirements

Solely for the purposes of the product governance requirements of Chapter 3 of the FCA Handbook Product Intervention and Product Governance Sourcebook (the "UK MiFIR Product Governance Requirements"), and disclaiming all and any liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the UK MiFIR Product Governance Requirements) may otherwise have with respect thereto, the Retail Offer Shares have been subject to a product approval process, which has determined that the Retail Offer Shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in paragraphs 3.5 and 3.6 of COBS; and (ii) eligible for distribution through all permitted distribution channels (the "UK Target Market Assessment"). Notwithstanding the UK Target Market Assessment, distributors should note that: the price of the Retail Offer Shares may decline and investors could lose all or part of their investment; the Retail Offer Shares offer no guaranteed income and no capital protection; and an investment in the Retail Offer Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. The UK Target Market Assessment is without prejudice to any contractual, legal or regulatory selling restrictions in relation to the Retail Offer.

For the avoidance of doubt, the UK Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of Chapters 9A or 10A respectively of COBS; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the Retail Offer Shares. Each distributor is responsible for undertaking its own target market assessment in respect of the Retail Offer Shares and determining appropriate distribution channels.

EU Product Governance Requirements

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

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