File Forge Tech. - Completion of Acquisition and Admission to Trading

This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended). Upon the publication of this announcement via a Regulatory Information Service, this inside information is now considered to be in the public domain. 

6 June 2025

File Forge Technology PLC (to be renamed Amirose London Holdings PLC)

("File Forge" or the "Company")

Completion of Acquisition of Amirose London Ltd

Admission of Enlarged Share Capital to Trading on the Access Segment of the Aquis Stock Exchange

File Forge Technology PLC (to be renamed Amirose London Holdings PLC), is pleased to announce the completion of its acquisition of Amirose London Ltd and the admission of its enlarged share capital of 117,483,865 ordinary shares of £0.024 each ("Ordinary Shares") at an issue price of 5p each to trading on the Access Segment of the Aquis Stock Exchange from 8am on 6 June 2025 ("Admission").

The Company's  change of name to Amirose London Holdings PLC will be effective once Companies House has issued a new certificate of incorporation reflecting the change of name. The ticker 'ALH' is effective immediately.

Alfred Henry Corporate Finance Ltd has been appointed corporate finance advisor from Admission.

From Admission, the Company's website is: https://amiroselondon.com

Michael Heath, Chief executive Officer of Amirose London Holdings PLC, commented: "Today marks a significant milestone in Amirose's journey. Being listed on the Aquis Stock Exchange is not only a testament to the strength of our team and business model, but also a gateway to new opportunities for growth and value creation. We're excited to begin this new chapter and thank our investors and employees for their support."

Amirose

Amirose provides contract manufacturing services in the personal care sector for global and boutique premium brands. Amirose will assist such brands in developing formulations for personal care products, sourcing packaging, bulk manufacturing, filling and distributing. Amirose also helps customers navigate the regulatory and compliance framework required to bring a product to market. Amirose has approximately 75 customers and services over 200 brands. Amirose's manufacturing facilities are in Thetford, Norfolk. Amirose currently has 86 employees.

Amirose aims to transform its contract manufacturing business, which has so far generated modest profits while utilising only a portion of its factory's capacity, into a thriving enterprise by fully leveraging excess capacity, infrastructure, and the expertise of its team. Amirose expects to drive growth organically and through strategic acquisitions in the future.

Turnover for the year ended 30.03.24 was £12.7m and profits £38.8k. Draft unaudited accounts for the year ended 30.3.25 showed a turnover of approximately £11m and breakeven EBITDA.

Fundraising

A total of £245,500 was raised on Admission by way of subscription.

A further £65,000 has been raised by way of a placing to provide additional working capital for Amirose London Ltd's contract manufacturing services.

Application has been made for the 1,300,000 placing shares to be admitted to trading and it is expected that admission of the placing shares will take place on, or around, 9 June 2025. The placing shares will rank pari passu in all respects with the existing ordinary shares of the Company.

This amount is in addition to the £245,500 subscribed in the context of the Admission.

Market Capitalisation

The Company's market capitalisation on Admission is £5,874,193.

Senior Management Team

Michael Heath (Chief Executive Officer and Finance Director) 

Michael is the current CEO and Financial Officer of Amirose. Michael is a Chartered Management Accountant with over 10 years of experience in the personal care manufacturing industry. Michael holds a BA (Hons) in Accounting & Finance and is a member of the Chartered Institute of Management Accountants (CIMA). 

Aleksandra Binkowska (Non-Executive Chairman) 

Aleksandra is the founder and CEO of Hydrogen Utopia International PLC, a company listed on the London Stock Exchange, pioneering solutions in plastic waste-to-hydrogen technology. Aleksandra studied Political Sciences and Journalism at Warsaw University.  

Mitchell Field (Non-Executive Director) 

Mitchell Field brings over 50 years of experience in the health and beauty manufacturing sector. With a background in psychology, he has played a pivotal role in building and developing sales teams, focusing on strategies to retain and grow the client base. Between 1971 - 1975, Mitchell obtained a Bachelor of Science in Psychology and a B -Tech in Psychology from Brunel University in London. He taught Psychology at teachers' training colleges from 1989 - 1991. 

David Battle (Independent Non-Executive Director) 

David Battle is currently an advisor introducing smaller companies to the UK capital market and suitable potential fundraising partners. David has been working in UK capital markets for smaller companies for 10 years, 5 of which were served as Managing Director responsible for the business and market development of NEX Exchange (Aquis predecessor) until 2019.  

Total Voting Rights

Following Admission today, the Company's enlarged issued ordinary share capital will comprise 117,483,865 Ordinary Shares. The Company does not hold any Ordinary Shares in treasury. Therefore, from Admission until close of business on 8 June 2025, 117,483,865  may be used by shareholders in the Company as the denominator for the calculations to 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.

From 9 June 2025, the Company's enlarged issued ordinary share capital will comprise 118,783,865   Ordinary Shares. Accordingly, from that date, the figure of 118,783,865 should be used as the denominator for such calculations.

The Directors of the Company accept responsibility for this announcement.

For further information please contact: