공시 • Jun 06
Amirose London Limited completed the acquisition of File Forge Technology Plc (OFEX:FILE) in a reverse merger transaction. Amirose London Limited signed non-binding Heads of Terms to acquire File Forge Technology Plc (OFEX:FILE) for £0.07 million in a reverse merger transaction on March 20, 2025. The consideration consists of common equity of File Forge Technology Plc having a value of £5.01 million to be issued for common equity of Amirose London Limited. As part of consideration, £5.01 million is paid towards common equity of Amirose London Limited.
Amirose London Limited executed a share purchase agreement to acquire File Forge Technology Plc (OFEX:FILE) for £0.07 million in a reverse merger transaction on April 25, 2025. File Forge has issued 100.190739 million shares to the shareholders of Amirose for £0.05 per New Ordinary Share. Amirose is seeking a listing on the Aquis Stock Exchange Growth Market via the reverse takeover in order to facilitate investments by investors and raise its profile with existing and future customers. Under the terms of the Acquisition Agreement, the Company will acquire Amirose through the issue of the Consideration Shares at an agreed valuation of £5,009,536. The Acquisition is conditional, inter alia, on the approval at the Extraordinary General Meeting of: i. the Waiver Resolution; ii. the Resolution to approve the Acquisition; and iii. the Resolutions to authorize the issue of the Consideration Shares and the Subscription Shares. Pursuant to the Acquisition and conditional on the approval of the Resolutions, all Directors will resign, and the Proposed Directors will be appointed on Admission. Michael Heath, Chief Executive Director, Aleksandra Binkowska, Non-Executive Chairperson, Mitchell Field, Non-Executive Director and David Battle, Independent Non-Executive Director. The Company has agreed with the Panel that Howard White, Ben White, Aleksandra Binkowska and Mitchell Field are ‘acting in concert’ in relation to the proposed acquisition by the Company of Amirose.
Completion of the Acquisition was made subject to and conditional upon the satisfaction of certain conditions such conditions are required to be satisfied by no later than the long stop date, which has been agreed to be June 30, 2025. The transaction is subject to approval of offer by File Forge shareholders. It is expected that upon completion of the Proposed Acquisition, File Forge's name will be changed to Amirose London Holdings PLC. As of May 16, 2025 File Forge Technology's shareholder approved the transaction. As of May 21, 2025, On Admission, File Forge Technology PLC is to change its name to Amirose London Holdings PLC.
Alfred Henry Corporate Finance Limited acted as financial advisor to File Forge Technology Plc and has charged £50,000 as advisor fees in the transaction. Glaisyers Solicitors LLP acted as legal advisor to File Forge Technology Plc. Computershare Investors Services (BVI) Ltd. Acted as registrar to File Forge Technology Plc.
Amirose London Limited completed the acquisition of File Forge Technology Plc (OFEX:FILE) in a reverse merger transaction on June 6, 2025. 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. From 9 June 2025, the Company's enlarged issued ordinary share capital will comprise 118,783,865 Ordinary Shares. 공시 • Mar 21
File Forge Technology Plc (OFEX:FILE) signed a letter of intent to acquire Amirose London Limited from Epoque Services Incorporated Limited for £5 million. File Forge Technology Plc (OFEX:FILE) signed non-binding Heads of Terms to acquire Amirose London Limited from Epoque Services Incorporated Limited for £5 million on March 20, 2025. The consideration consists of common equity of File Forge Technology Plc having a value of £5.01 million to be issued for common equity of Amirose London Limited. As part of consideration, £5.01 million is paid towards common equity of Amirose London Limited.
The transaction is subject to approval of offer by File Forge shareholders. It is expected that upon completion of the Proposed Acquisition, File Forge's name will be changed to Amirose London Holdings PLC. New Risk • Mar 16
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended May 2024. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risks Revenue is less than US$1m. Market cap is less than US$10m (UK£208.0k market cap, or US$269.1k). Minor Risk Latest financial reports are more than 6 months old (reported May 2024 fiscal period end). 공시 • May 25
Clarify Pharma PLC, Annual General Meeting, Jun 24, 2024 Clarify Pharma PLC, Annual General Meeting, Jun 24, 2024. Location: the offices of fladgate llp, 16 great queen street, england, wc2b 5dg, london United Kingdom New Risk • Mar 18
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended May 2023. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risks Share price has been highly volatile over the past 3 months (12% average weekly change). Revenue is less than US$1m. Market cap is less than US$10m (UK£683.6k market cap, or US$870.4k). Minor Risk Latest financial reports are more than 6 months old (reported May 2023 fiscal period end). 공시 • Jun 14
Clarify Pharma PLC, Annual General Meeting, Jul 05, 2023 Clarify Pharma PLC, Annual General Meeting, Jul 05, 2023, at 10:00 Coordinated Universal Time. Location: at the offices of Lomas & Co, Bridge House, 12 Market Street, Glossop, Derbyshire SK13 8AR London United Kingdom 