Business
Proposed £1.93m Subscription and GM Notice
Trafalgar Property Group PLC announced a series of significant transactions, including a proposed £1.93 million subscription by ROI Capital Holdings International Corp. at £0.00005 per share, alongside a Rule 9 waiver from the Panel on Takeovers and Mergers. The company also plans to sell its subsidiaries for £1.00, convert liabilities into new shares and options, reverse a property transaction, and undertake a share subdivision and consolidation. These changes, which include a proposed new board of directors, are subject to shareholder approval at a General Meeting. Disclaimer*
About this update from Trafalgar Property Group Plc
[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION\nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE UK MARKET ABUSE REGULATION\n17 April 2026\nTRAFALGAR PROPERTY GROUP PLC\n \nProposed £1.93 million Subscription, Rule 9 Waiver, Subsidiary Sale, Conversions of certain liabilities into new Ordinary Shares or Unapproved Options, Subdivision, Consolidation And Notice Of General Meeting\nTrafalgar Property Group PLC (AIM: TPG) (\"Trafalgar\", \"TPG\" or the \"Company\"), the AIM-quoted company, today announces a series of transactions (together, the \"Transaction\") comprising:\n \n• a proposed subscription by ROI Capital Holdings International Corp. (\"ROI\"), a Latin American focused investment vehicle, of £1.93 million in new ordinary shares at an issue price of £0.00005 per share (the \"Subscription\");\n• a waiver by the Panel on Takeovers and Mergers (the \"Panel\") of the obligation that would otherwise arise on ROI to make a mandatory offer under Rule 9 of the City Code on Takeovers and Mergers (the \"Takeover Code\" and the \"Rule 9 Waiver\");\n• the proposed disposal of the Company's subsidiaries (the \"Subsidiary Sale\") to Chris Johnson, a director of those subsidiaries, for an aggregate consideration of £1.00, constituting a fundamental change of business under AIM Rule 15;\n• the proposed conversion of certain historic Company liabilities into new ordinary shares and unapproved options over ordinary shares (the \"Conversions\");\n• the proposed reversal of the Hilton House property transaction entered into with Paul Elliott, a Director of the Company (the \"Hilton House Transaction Reversal\");\n• a proposed subdivision of the Company's existing ordinary shares and consequential amendment to the Company's Articles of Association (the \"Subdivision\"); and\n• a proposed consolidation of ordinary shares following the Subscription (the \"Consolidation\"); and\n• changes to the Board of Direc...