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Update on Prospectus and discussions with the FCA

Satsuma Technology PLC is seeking readmission to the Equity Shares (Commercial Companies) segment of the Official List, an uplisting from its previous status, due to developments from a significantly oversubscribed fundraising which now amounts to a reverse takeover. This decision alters the previous plan for a secondary prospectus related to convertible loan notes (CLNs). The company anticipates a significant number of CLN holders by value to elect to convert to CLN Shares notwithstanding their entitlement to repayment of the CLNs after 30 December 2025. Satsuma is preparing a full prospectus and appointing a sponsor and auditor, aiming to complete the uplisting on or before 30 December 2025, subject to FCA approval. The company will adopt the UK Corporate Governance Code. Disclaimer*

articleSatsuma Technology PlcSeptember 25, 20255/company/satsuma-technology-plc/news/update-on-prospectus-and-discussions-with-the-fca
Update on Prospectus and discussions with the FCA

About this update from Satsuma Technology Plc

[{"type":"text","content":"\n\nThis announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain.\n25 September 2025\nSatsuma Technology Plc\n('Satsuma' or the 'Company')\nUpdate on Prospectus and discussions with the FCA\nSatsuma Technology PLC (LSE: SATS) today provides an update on the review of its prospectus and discussions with the FCA.\nKey points:\n\n​In dialogue with the FCA, Satsuma will seek readmission to the Equity Shares (Commercial Companies) segment of the Official List.\n​The Company remains committed to the highest standards and will adopt the UK Corporate Governance Code and rules.\n​Full prospectus being prepared; auditor and sponsor in the process of being appointed.\n​The Company is working diligently to complete the uplisting on or before 30 December 2025.\n​The Company will announce significant milestones and developments in due course.\n\nAs previously announced on 17 June 2025 and 6 August 2025, conversion of the convertible loan notes issued by the Company (CLNs) is conditional upon, among other things, a prospectus approved by the FCA and admission of the resulting ordinary shares (CLN Shares) to the Official List and to trading on the London Stock Exchange's Main Market. The Company has been working diligently with the FCA to prepare, and for the FCA to approve, a secondary prospectus in respect of the CLN Shares.\nIn dialogue with the FCA, it has been agreed that the developments to the Company's business resulting from the significantly oversubscribed fundraising amount to a reverse takeover and therefore that the Company will instead seek readmission to the Equity Shares (Commercial Companies) segment of the Official List (Uplisting).\nThe directors consider the Uplisting will provide the Company with greater flexibility to refine and implement its business plan and strategy and, in the longer term, will allow the Company to become eligible for inclusion in relevant market indices. As a result of the Uplisting, the Company will adopt the UK Corporate Governance Code published by the FRC and to comply with the larger, more comprehensive rules...

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