Kingswood H. Regulatory News (KWG)

For immediate release: 3 October 2013

EW GROUP LIMITED

("EW Group" or "the Company)

Subscription to raise £584,400

The Company is pleased to announce that it has raised £584,400, through the issue of new shares, to support the Company's existing investment strategy, including providing further capital to finance the continuing growth of European Wealth Management Group plc ("European Wealth"), the Company's largest investment. 

European Wealth is a fast growing private wealth management business founded in 2010 with headquarters in London and regional offices throughout southern and central England. Through its operating subsidiaries, European Wealth now provides investment management and financial planning services to almost 5,000 clients.

In the Company's interim results, announced on 30 September 2013, it was reported that European Wealth had produced a maiden profit in the six months to 30 June 2013 of £240,000 on the back of a growth in turnover of 164% compared to same period in 2012. European Wealth's revenues for the first half of the current year were over £3 million with Assets Under Management of £0.63 billion as at 30 June 2013.

Paul Everitt of EW Group, commented:

"Our investment into European Wealth last year has proved to be an excellent decision, with European Wealth producing a maiden profit in only its third year of operation and our shareholders having already benefited from a significant uplift in its value. Today's fund raising will further strengthen our balance sheet and allow us to accelerate our support into European Wealth, which continues to see significant growth across its wealth management practice areas."

Subscription

The Company has received subscription letters from new and existing investors to subscribe for, in aggregate, 58,440,000 new ordinary shares of 0.1p each in the Company ("Subscription Shares") at a subscription price of 1p per Subscription Share, raising £584,400 in aggregate, before expenses (the "Subscription"). Completion of the Subscription is conditional on admission of the Subscription Shares to trading on AIM.

Use of Proceeds and Investment into European Wealth

The proceeds of the Subscription will be used to support the Company's existing investment strategy, including providing further support to European Wealth. In particular, £500,000 of the net funds raised pursuant to the Subscription will be invested into European Wealth by way of a loan with a 10% coupon, repayable in October 2014 (the "European Wealth Loan"). This loan will enable European Wealth to repay some existing debt to external third parties. Following this new loan, the Company will have total loans outstanding to European Wealth of £2.47 million, all unsecured with a coupon of 10% per annum and all to be redeemed (or converted as appropriate) by the end of October 2014.

Related Party Transaction

The entry into the European Wealth Loan is a Related Party Transaction for the purposes of AIM Rule 13 and accordingly is conditional upon the approval of the independent directors of the Company ("Independent Directors").

Having consulted with Daniel Stewart & Company Plc, the Company's nominated adviser, the Independent Directors believe that the entry into the European Wealth Loan outlined above is fair and reasonable insofar as the Company's shareholders are concerned.

Admission

Application for admission of the Subscription Shares to trading on the AIM market of the London Stock Exchange will be made and admission is expected to occur and trading in the Subscription Shares commence at 8.00am on 9 October 2013.

Following the issue of the Subscription Shares, the Company's issued ordinary share capital will comprise 623,774,612 ordinary shares of 0.1p each ("Enlarged Share Capital"). As the Company holds no shares in Treasury, this figure may be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure and Transparency Rules. The Subscription Shares will represent approximately 9.37 per cent. of the Company's Enlarged Share Capital.

Directors' Dealing

2,000,000 Subscription Shares will be issued to Rod Gentry, a director of the Company. As a result, Rod Gentry's shareholding in the Company, together with those persons associated with Rod Gentry, is now 40,912,000 Ordinary Shares, representing approximately 6.56 per cent. of the Enlarged Share Capital.

1,800,000 Subscription Shares will be issued to John Morton, a director of the Company, and persons associated with John Morton. As a result,John Morton, and persons associated with John Morton, increased his holding to 48,213,058 Ordinary Shares, representing approximately 7.73 percent. of the Enlarged Share Capital. This figure includes 1,500,000 Ordinary Shares held by a discretionary trust of which Mr Morton is a trustee and potential beneficiary not previously notified.

Significant shareholders

Following the issue of the Subscription Shares, the significant shareholders in the Company will be as follows:

Further information please contact:

EW Group Limited

Paul Everitt: +44 (0)14 8173 2888

John Morton: +44 (0)7540 726 291

Daniel Stewart & Company Plc - Nominated Adviser and Broker

Antony Legge and James Thomas: +44 (0)20 7776 6550

Anglo-Suisse Capital Limited - Adviser and joint broker to the placing

Charles Hancock - +44 (0) 20 7600 1100

Zeus Capital Limited -Joint broker to the placing

Alex Davies - +44 (0) 20 7533 7715

GTH Communications

Toby Hall: +44 (0)20 7822 7493 / +44 (0)7713 341072