Manx Financial Regulatory News (MFX)

FOR IMMEDIATE RELEASE 19 February 2025

Manx Financial Group PLC

 ("Group")

Loan Agreement Extension

Unsecured Convertible Loan Agreement Extension

The Group is pleased to announce the extension for a further five years of an outstanding unsecured loan agreement and an unsecured convertible loan note, together totalling £2.25 million, that were otherwise due for repayment on 25 February 2025 and 26 February 2025 respectively. The loans help underpin the Regulatory Capital required to support lending as directed under the Isle of Man banking licence regulations.

The independent directors, being all the directors with the exception of Jim Mellon, Denham Eke and Greg Bailey, have negotiated on standard commercial terms the renewal of the £1.0 million loan from Burnbrae Limited ("Burnbrae Loan"), and the renewal of the £1.25 million convertible loan note from Jim Mellon ("Mellon Loan") Both loans shall accrue interest of 7.5% (previously 5.4%) which will be paid quarterly. The conversion rate for the Mellon Loan continues to be 9 pence per Ordinary Share, adjustable in such manner as will be determined by the Group's auditors for such corporate actions as share subdivisions and consolidations. Jim Mellon has confirmed that he is not seeking to exercise his conversion rights as this may trigger an obligation to make a general offer under Rule 9 of the Takeover Code.

AIM Rule 13

As Jim Mellon and Denham Eke are both directors, and Jim Mellon is the 100% beneficial owner, of Burnbrae Limited, the provision of the Burnbrae Loan and the Mellon Loan are Related Party Transactions under the AIM Rules. Accordingly, the independent directors, being Douglas Grant, Greg Jones, John Spellman and James Smeed, consider, after consulting the Group's Nominated Adviser, that the terms of the Burnbrae Loan and Mellon Loan are fair and reasonable insofar as the Group's shareholders are concerned. In forming this view the independent director's took note of the favourable interest rate on the loans when compared to current market rates.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU No. 596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN AND SUCH PERSONS SHALL THEREFORE CEASE TO BE IN POSSESSION OF INSIDE INFORMATION.

For further information, please contact:

Nominated Adviser

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.