Coinsilium Group Limited (AQSE: COIN – OTCQB: CINGF) , the Web3 investor, advisor, and venture builder, is pleased to announce the opening of a retail offer via the Winterflood Retail Access Platform (“WRAP Retail Offer”) to raise approximately £2,500,000 through the issue of new ordinary shares of no-par value (“Ordinary Shares”) each in the capital of the Company (“WRAP Retail Offer Shares”), at a price of 22.2 pence per share.
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Use of WRAP Proceeds
Proceeds of the WRAP Retail Offer will be used to further Forza (Gibraltar) Limited (“Forza!”), the Company’s wholly owned Bitcoin Treasury Strategy subsidiary. The proceeds will also be used to provide general working capital and for funding further investments.
The WRAP Retail Offer is conditional on the WRAP Retail Offer Shares being admitted to trading on the Aquis Stock Exchange Growth Market (“Admission”). It is anticipated that Admission will become effective and that dealings in the WRAP Retail Offer Shares will commence on the Aquis Stock Exchange Growth Market at 8.00 a.m. on or around 23rd June 2025.
WRAP Retail Offer
The Company values its retail shareholder base and believes that it is appropriate to provide both new and existing retail shareholders in the United Kingdom the opportunity to participate in the WRAP Retail Offer.
Therefore, the Company is making the WRAP Retail Offer open to eligible investors in the United Kingdom, being new or existing shareholders of Coinsilium following release of this announcement and through certain financial intermediaries.
A number of retail platforms are able to access the WRAP Retail Offer. Non-holders or existing shareholders wishing to subscribe for WRAP Retail Offer Shares should contact their broker or wealth manager who will confirm if they are participating in the WRAP Retail Offer.
Retail brokers wishing to participate in the WRAP Retail Offer on behalf of eligible retail investors, should contact WRAP@winterflood.com.
The WRAP Retail Offer will open immediately following this announcement. The WRAP Retail Offer is expected to close at 16.30 on 17 June 2025. Eligible retail investors should note that financial intermediaries may have earlier closing times. The result of the WRAP Retail Offer is expected to be announced by the Company on or around 18 June 2025.
To be eligible to participate in the WRAP Retail Offer, applicants must be a customer of a participating intermediary including individuals aged 18 years or over, companies and other bodies corporate, partnerships, trusts, associations and other unincorporated organisations in the United Kingdom.
There is a minimum subscription of £500 per investor under the WRAP Retail Offer. The terms and conditions on which investors subscribe will be provided by the relevant financial intermediaries including relevant commission or fee charges.
The Company reserves the right to amend the size of the WRAP retail offer at its discretion. The Company reserves the right to scale back any order and to reject any application for subscription under the WRAP Retail Offer without giving any reason for such rejection.
It is vital to note that once an application for WRAP Retail Offer Shares has been made and accepted via an intermediary, it cannot be withdrawn.
The WRAP Retail Offer Shares will, when issued, be credited as fully paid, and have the right to receive all dividends and other distributions declared, made or paid after their date of issue.
It is a term of the WRAP Retail Offer that the total value of the WRAP Retail Offer Shares available for subscription at 22.2 pence per share, does not exceed EUR 8 million (or the equivalent amount in GBP, calculated in accordance with the Prospectus Rules Regulations Sourcebook of the Financial Conduct Authority (the “FCA”).
Investors should make their own investigations into the merits of an investment in the Company.
Nothing in this announcement amounts to a recommendation to invest in the Company or amounts to investment, taxation or legal advice.
It should be noted that a subscription for Ordinary Shares and investment in the Company carries a number of risks, including the risk that investors may lose their entire investment. Investors are responsible for assessing whether this investment is suitable for their circumstances and should take independent advice from a person experienced in advising on investment in securities such as the Ordinary Shares if they are in any doubt.
An investment in the Company will place capital at risk. The value of investments, and any income, can go down as well as up, so investors could get back less than the amount invested.
Neither past performance nor any forecasts should be considered a reliable indicator of future results.
The WRAP Retail Offer is offered in the United Kingdom under the exemption from the requirement to publish a prospectus in sections 86(1)(e) and 86(4) of FSMA. As such, there is no need for publication of a prospectus pursuant to the United Kingdom version of Regulation (EU) 2017/1129 as it forms part of United Kingdom law by virtue of the European Union (Withdrawal) Act 2018 (as amended), or for approval of the same by the FCA. The WRAP Retail Offer is not being made into any jurisdiction other than the United Kingdom.
Instructions For AJ Bell Clients
Existing shareholders via AJ Bell will receive an email when the offer launches to let them know how to place orders. Clients that don’t currently hold the stock already can call through to the dealing team on 0345 54 32 600 to subscribe.
Instructions for Interactive Investor Clients
Existing shareholders via Interactive Investor will receive an email and be able to subscribe for new shares via the Corporate Actions section of the website. Clients that don’t currently hold the stock already can call through to the international dealing team on 0345 607 6001 to subscribe.
Instructions For Other Platforms & Brokers
You should contact your platform / broker and ask for instructions to take part. Retail brokers wishing to participate in the WRAP Retail Offer on behalf of eligible retail investors, should contact WRAP@winterflood.com.
Coinsilium Group Limited
Malcolm Palle, Executive Chairman
Eddy Travia, Chief Executive
