Company Announcements

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO, WITHIN OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

THE COMMUNICATION OF THIS ANNOUNCEMENT AND ANY OTHER DOCUMENTS OR MATERIALS RELATING TO THE RETAIL OFFER AS A FINANCIAL PROMOTION IS ONLY BEING MADE TO, AND MAY ONLY BE ACTED UPON BY, THOSE PERSONS IN THE UNITED KINGDOM FALLING WITHIN ARTICLE 43 OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005, AS AMENDED (WHICH INCLUDES AN EXISTING MEMBER OF RBG HOLDINGS PLC).  ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO SUCH PERSONS AND WILL BE ENGAGED IN ONLY WITH SUCH PERSONS.

11 March 2024

RBG Holdings plc

("RBG", the "Group", or the "Company")

Result of Retail Offer

Further to the announcement made by the Company on 23 February 2024, RBG Holdings plc (AIM: RBGP), the legal and professional services group, is pleased to announce that it has raised gross proceeds of £137,910 pursuant to the Retail Offer. Subject to the Retail Offer becoming unconditional, a total of 1,532,338 Retail Offer Shares will be issued at the Issue Price of 9.0 pence per Retail Offer Share. In addition, the Company has raised a further £35,000 in the Subscription through the issue of 388,889 Subscription Shares at the Issue Price.

Consequently, subject to, inter alia, the passing of the Fundraising Resolutions at the General Meeting being held at 11.00 a.m. on 12 March 2024, 8,140,019 Conditional Placing Shares, 14,142,164 Subscription Shares and 1,532,338 Retail Offer Shares, resulting in a total of 23,814,521 Conditional Fundraising Shares will be issued pursuant to the Conditional Fundraising, raising total gross proceeds of approximately £2.1 million. The Company has therefore raised total gross proceeds of approximately £3.0 million pursuant to the Fundraising, including the gross proceeds of approximately £0.9 million raised pursuant to the Firm Placing as announced by the Company at 7.00 a.m. on 22 February 2024 (the "Launch Announcement").

Capitalised terms used in this announcement shall, unless defined in this announcement or unless the context provides otherwise, bear the same meaning ascribed to such terms in the Launch Announcement.

For further enquiries:

About RBG Holdings plc

·      Further information about RBG Holdings plc is available at:  www.rbgholdings.co.uk

·      Further information about Rosenblatt (founded in 1989) is available at:  www.rosenblatt.co.uk

·      Further information about Memery Crystal (founded in 1979) is available at:  www.memerycrystal.com

·      Further information about Convex Capital (founded in 2010) is available at:  www.convexcap.com

Important Notices

The content of this announcement has been prepared by, and is the sole responsibility of, the Company.

This announcement and the information contained herein is restricted and is not for publication, release or distribution, directly or indirectly, in whole or in part, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia, Australia, Canada, Japan, New Zealand, the Republic of South Africa or any other jurisdiction where to do so might constitute a violation of the relevant laws or regulations of such jurisdiction.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

Singer Capital Markets Securities Limited ("Singer"), which is authorised and regulated in the United Kingdom by the FCA is acting exclusively for the Company and no-one else in connection with the transactions and arrangements described in this announcement and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to the transactions and arrangements described in this announcement. Singer is not responsible to anyone other than the Company for providing the protections afforded to clients of Singer or for providing advice in connection with the contents of this announcement, or the transactions and arrangements described in this announcement.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this announcement. The Retail Offer Shares to be issued or sold pursuant to the Retail Offer will not be admitted to trading on any stock exchange other than AIM.