Pinewood Technologies Group Regulatory News (PINE)

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

3 March 2025

Pinewood Technologies Group plc ("Pinewood" or the "Company")

Issue of Seez Consideration Shares

Further to the announcement of the proposed Acquisition of Seez App Holding Ltd. ("Seez") on 20 February 2025, Pinewood today announces that an application has been made for the admission of 2,098,633 Seez Consideration Shares to the equity shares (commercial companies) category of the Official List of the Financial Conduct Authority (the "FCA") and to trading on the main market for listed securities of London Stock Exchange plc (together, "Admission"). It is expected that Admission will become effective at 8.00 a.m. (London time) on 4 March 2025.

Completion of the Acquisition will take place automatically on Admission of the Seez Consideration Shares, and the transfer of certain cash amounts to Seez shareholders ("Completion"), which is expected to occur on 4 March 2025. 

From Completion, the former Seez shareholders who are receiving the Seez Consideration Shares will be subject to undertakings, subject to certain customary exemptions, not to sell the Seez Consideration Shares for a period of six months following Completion, without the prior written consent of Pinewood.

Total Voting Rights

Following Admission, the Company will have 100,539,286 Ordinary Shares in issue. There are no Ordinary Shares held in treasury.

Therefore, the Company hereby confirms that the total number of voting rights in the Company will, following Admission, be 100,539,286. Following Admission, this figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

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Capitalised terms used but not defined in this announcement (the "Announcement") shall have the meanings given to them in the announcements relating to the Acquisition and/or the launch of the Placing and the RetailBook Offer released on 20 February 2025.

The information contained within this Announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 as it forms part of the law of England and Wales by virtue of the European Union (Withdrawal) Act 2018. The person responsible for arranging the release of this announcement on behalf of the Company is Oliver Mann, Chief Financial Officer.