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Alina Holdings PLC: Placement of Shares – Subscription – Related Party Transaction | 12.12.24

Alina Holdings PLC: Placement of Shares – Subscription – Related Party Transaction | 12.12.24

Alina Holdings PLC

(Reuters: ALNA.L, Bloomberg: ALNA:LN)

(“Alina” or “Company”)

Placement of Shares / Subscription / Related Party Transaction

The Company announces that it has today submitted an offer to participate in the placement currently underway by Thalassa Holdings Ltd (“Thalassa“) to subscribe for new ordinary shares in Thalassa (“Placement of Shares“) at a confidential bid price (“placing“), however, there is no guarantee that the offer will be successful.

The Company further announces that it has approved the conclusion of a subscription agreement with Thalassa Holdings Ltd (“Thalassa“), according to which the Company agrees to subscribe ordinary shares in Thalassa (“Subscription shares“) at a subscription price to be determined by the Ordinary Share Placing (“Subscription“), subject to the sale of the Company’s existing property assets in Brislington and Hastings.

The Placing and Subscription are subject to, among other things, the admission of the Placing and Subscription Shares to the (transitional) Share Class on the Official List of the FCA and in London. Stock Exchange for admission to trading of Placing and Subscription Shares on its main listed securities market (“Admittance“).

A prospectus is expected to be published by Thalassa in connection with the Placing and the Subscription.

Due to the fact that the Company and Thalassa have a number of cross-holdings and a shared director, Duncan Soukup, the transaction is considered a related party transaction under DTR 7.3 and, accordingly, Mr. Soukup recused himself from the meeting of the Company’s Board of Directors in order to consider and approve participation in the Placement and Subscription. In the opinion of the board of directors, the Company’s participation in the Placing and Subscription is fair and reasonable from the perspective of the Company and its shareholders.

Ending

DEVELOPMENT OF MARKET ABUSE REGULATION

The information contained in this announcement is considered by the Company to constitute inside information within the meaning of article 7 of the EU Regulation on market abuse (EU) no. 596/2014 as it forms part of UK domestic law under the European Union (Withdrawal) Act 2018, as amended (“UK MAR”) and Article 7 of the Market Abuse Regulation (EU) no. 596/2014 (“EU MAR”). The Company is solely responsible for the content of this announcement.