TIDMRTOP

RNS Number : 3846K

RegTech Open Project PLC

25 August 2023

THIS ANNOUNCEMENT (THE "ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, ITS STATES, TERRITORIES AND POSSESSIONS ("UNITED STATES"), AUSTRALIA, CANADA, JAPAN, SINGAPORE, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE PROHIBITED BY ANY APPLICABLE LAW.

This Announcement is an advertisement for the purposes of the Prospectus Regulation Rules of the Financial Conduct Authority ("FCA") and is not a prospectus nor an offer of securities for sale in any jurisdiction, including, but not limited to, the United States, Australia, Canada, Japan, Singapore and the Republic of South Africa .

Neither this Announcement, nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors should not subscribe for or purchase any securities referred to in this Announcement except solely on the basis of the information contained in the prospectus referred to in this Announcement (together with any supplementary prospectus, if relevant, the "Prospectus"), including the risk factors set out therein, published by RTOP plc (the "Company") and its subsidiaries and subsidiary undertakings from time to time ("RTOP") in connection with the proposed admission of ordinary shares of nominal value GBP0.20 each in the capital of the Company (the "Ordinary Shares") to the standard listing segment of the Official List of the FCA ("Standard Listing") and to trading on the main market for listed securities ("Main Market") of London Stock Exchange plc (the "London Stock Exchange") (together, "Admission") by way of a direct introduction ("Direct Listing"). A copy of the Prospectus dated 22 August 2023 is available for inspection on the Company's website at https://regtechopenproject.co.uk/. Terms used but not otherwise defined in this Announcement shall have the meanings given to them in the Prospectus.

25 August 2023

Admission to a Standard Listing and to trading on the Main Market

of the London Stock Exchange by way of a

Direct Listing

First day of dealings

Further to the Announcement on 30 August 2022 in connection with its Direct Listing, RTOP, the technology business specialised in the automation, management, and optimisation of regulatory compliance operations , is pleased to announce that its entire issued share capital, comprising 60,000,000 Ordinary Shares, has today been admitted to a Standard Listing and to trading on the Main Market of the London Stock Exchange under the ticker "RTOP".

Dealings in the Ordinary Shares commenced at 8.00 a.m. today.

The Company's LEI is LEI is 21380067ZMA5LECFSL38, ISIN is GB00BS3BDY00 and SEDOL code is BS3BDY0.

The Company is incorporated in England and Wales under the Companies Act 2006 (as amended) with company number 14721885.

The Company does not hold any Ordinary Shares in treasury. Therefore, the total voting rights figure of 60,000,000 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

- Ends -

Enquiries:

 
 RegTech Open Project plc 
  Ian Halliday-Pegg, CEO                c/o Instinctif Partners 
 Instinctif Partners (Financial PR)   regtech@instinctif.com 
  Victoria Hayns                       +44 (0)77 7441 1596 
  Guy Scarborough                      +44 (0)79 1717 8920 
  Bryn Woodward                        +44 (0)75 0002 7181 
 

Orrick, Herrington & Sutcliffe (UK) LLP is acting as legal adviser to RTOP.

Important legal Information

The information contained in this Announcement is for background purposes only and does not purport to be full or complete, nor does this Announcement constitute or form part of any invitation or inducement to engage in investment activity. No reliance may be placed by any person for any purpose on the information contained in this Announcement or its accuracy, fairness or completeness. The contents of this Announcement are not to be construed as legal, financial or tax advice.

This Announcement is not for release, publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or the Republic of South Africa or in any other jurisdiction where, or to any person to whom, to do so would constitute a violation of applicable law or regulation. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act").

The securities referred to in this Announcement may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offer of securities in the United States or in any other jurisdiction.

This Announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any Ordinary Shares, CLNs, Warrants or any other securities, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefor.

This Announcement may include forward-looking statements, which are based on current expectations and projections about future events. These statements may include, without limitation, any statements preceded by, followed by or including words such as "target", "believe", "expect", "aim", "intend", "may", "anticipate", "estimate", "plan", "project", "will", "can have", "likely", "should", "would", "could" and any other words and terms of similar meaning or the negative thereof. These forward-looking statements are subject to risks, uncertainties and assumptions about RTOP. In light of these risks, uncertainties and assumptions, the events in the forward-looking statements may not occur. Past performance cannot be relied upon as a guide to future performance and should not be taken as a representation that trends or activities underlying past performance will continue in the future. No representation or warranty is made or will be made that any forward-looking statement will come to pass. The forward-looking statements in this Announcement speak only as at the date of this Announcement.

The information in this Announcement is subject to change. Persons viewing this Announcement should ensure that they fully understand and accept the risks which will be set out in the Prospectus.

Persons considering making investments should consult an authorised person specialising in advising on such investments.

Each of RTOP and its respective affiliates as defined under Rule 501(b) of Regulation D of the Securities Act, expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statements contained in this Announcement and disclaims any obligation to update its view of any risks or uncertainties described in this Announcement or to publicly announce the results of any revisions to the forward-looking statements made in this Announcement, whether as a result of new information, future developments or otherwise, except as required by law.

Neither the contents of RTOP's websites nor or any websites accessible by hyperlinks on RTOP's websites are incorporated by reference into, and do not form part of, this Announcement.

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END

LISEALPLADSDEFA

(END) Dow Jones Newswires

August 25, 2023 03:01 ET (07:01 GMT)

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