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Hamilton, Bermuda: 15 September 2023 – In a filing with the Bermuda Stock Exchange Hawley Group Limited (the “Company”) (Ticker: HGL.BH) announce the following reorganisation:
13 September 2023
HAWLEY GROUP LIMITED - CAPITAL REORGANISATION
Hawley Group Limited (Bermuda – BSX: HGL) (the Company) today announces a reorganisation of its share capital by combining its issued shares into a smaller number and at the same time changing the currency of its par value from Great British Pounds Sterling (GBP) to United States Dollars (US$) (the Capital Reoganisation). The Company currently has an authorised share capital of 100,000,000 shares of GBP 0.01 of which 46,586,243 shares have been issued.
The Board considers that it is in the best interests of the Company and its shareholders to reorganise the Company's share capital in such a way as to make it more attractive to investors which would likely result in an increase in the per share value. The Company also believes that certain of the costs inherent in maintaining a share register of the current size should be reduced by the Capital Reorganisation.
The Capital Reorganisation would be implemented through the consolidation of every 10 issued shares of GBP 0.01 par value each in the Company into one consolidated share of US$0.10 par value (a Consolidated Share). Following the consolidation, the Company will aggregate and purchase the resulting fractions of the Consolidated Shares for cancellation with the proceeds being remitted to the relevant shareholders if above US$15.00 or retained by the Company if US$15.00 or less. Based on the Company’s Audited Financial Statements for 2022/2023 the value of each issued share was GBP0.076 pence (US$0.094 cents) per share. This US Dollar value per share will be used for the purposes of calculating the value of shareholder fractional holdings upon completion of the share consolidation.
In connection with the proposed Capital Reorganisation, the Company must amend its Memorandum and Articles of Association and make certain applications and notifications to the BSX (through Ocorian Securities (Bermuda) Limited, the Company's Listing Sponsor.
The Record Date for the Capital Reorganisation is September 22, 2023 and new share certificates will be issued to all shareholders on the Company’s share register at the close of business in Bermuda on the Record Date, shortly thereafter. Following the Capital Reorganisation, the Company is expected to have an issued share capital of around 4,658,624 ordinary shares of US$0.10 par value each.
For further information contact:
Hawley Group Limited
Belize +501 227 7178
Background Information
Hawley Group Limited (the “Company”) is a strategic investment company incorporated in the British Virgin Islands (1875677) on 27th May, 2015. Its primary objective is to invest in either one or more quoted or unquoted businesses. The Company has identified Business Services, Business Process Outsourcing, Healthcare Support Services and Workplace and Support Services as sectors in which it may in due course seek to invest.
The Company’s issued share capital is traded on the Bermuda Stock Exchange (Ticker symbol HGL.BH).
The Company’s registered office is: Craigmuir Chambers, Road Town, Tortola, British Virgin Islands.
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