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Admission to trading on the London Stock Exchange

4th Nov 2025 07:00

RNS Number : 0055G
Shawbrook Group PLC
04 November 2025
 

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION WHERE SUCH DISTRIBUTION WOULD BE UNLAWFUL.

Neither this announcement, nor anything contained herein, nor anything contained in the registration document published by Shawbrook Group plc (the "Company" and, together with its subsidiaries, the "Group" or "Shawbrook") on 6 October 2025 (the "Registration Document") 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 shares referred to in this announcement or the Registration Document except solely on the basis of the information contained in the price range prospectus approved by the Financial Conduct Authority ("FCA") (the "Prospectus"), including the risk factors set out therein, published by the Company in connection with the offer of ordinary shares in the Company ("Shares") and the admission of such Shares to the Official List of the FCA in the equity shares (commercial companies) category and to trading on the Main Market for listed securities of the London Stock Exchange plc (the "London Stock Exchange"). A copy of the Prospectus published by the Company is available for inspection on the Company's website at https://www.shawbrook.co.uk/investors/, subject to certain access restrictions.

4 November 2025

Shawbrook Group plc

Admission to trading on the London Stock Exchange

Further to the announcement on 30 October 2025 in connection with its initial public offering, Shawbrook announces that its entire issued ordinary share capital, consisting of 519,687,271 Shares, has today been admitted to the equity shares (commercial companies) category of the Official List of the FCA and to trading on the London Stock Exchange's Main Market for listed securities under the ticker "SHAW".

Each Share carries voting rights, and the above figure 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.

 

 

Teneo(PR adviser to Shawbrook)Tom Murray

Zander Swinburne

Oscar Burnett

T: +44 (0) 20 7260 2700

 

 

Ardea Partners

(Financial Adviser)

Simon Lyons

Michael Gregg

T: +44 (0) 20 3848 8700

 

 

Barclays(Joint Global Co-ordinator and Joint Bookrunner)Arif Vohra

Chris Madderson

Matthew Naylor

Ben Newmark

T: +44 (0) 20 7623 2323

 

Goldman Sachs International(Sponsor, Joint Global Co-ordinator and Joint Bookrunner)Ronan Breen

John Wilkinson

Owain Evans

Laura Vincent

T: +44 (0) 20 7774 1000

 

KBW(Joint Bookrunner)Alberto Moreno

Alexander Smith

Erik Anderson

T: +44 (0) 20 7710 7600

 

Deutsche Numis(Joint Bookrunner)Daniel Werchola

Inigo de Areilza

Jamie Loughborough

Michael Stocker

T: +44 (0) 20 7260 1000

 

UBS(Joint Bookrunner)Ben Crystal

Rahul Luthra

Alex Bloch

Marco Guarino

T: +44 (0) 20 7567 8000

 

Slaughter and May is acting as legal adviser to Shawbrook.

 

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.

This announcement is not for release, publication or distribution in whole or in part, directly or indirectly, in or into or from the United States, Canada, Australia, South Africa, Japan or any other jurisdiction where such distribution would be unlawful. 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. This announcement does not constitute a prospectus or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, or otherwise invest in, Shares to any person in any jurisdiction to whom or in which such offer or solicitation is unlawful, including the United States (including its territories or possessions or any State of the United States and the District of Colombia (together, the "United States")), Canada, Australia, South Africa or Japan. The Shares have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, in the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction in the United States. There will be no public offering of securities by the Company, in connection with the IPO, in the United States, Canada, Australia, South Africa or Japan. Subject to certain exceptions, the Shares may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Japan or South Africa.

This announcement is only addressed to and directed at specific addressees who: (A) if in a member state of the European Economic Area ("EEA"), are persons who are "qualified investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as amended) ("Qualified Investors" and the "Prospectus Regulation", respectively); (B) if in the United Kingdom, are: (a) "qualified investors" within the meaning of Article 2(e) of the UK version of the Prospectus Regulation as it forms part of retained EU law by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation") who are (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order; or (iii) are other persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 (as amended) ("FSMA")) in connection with the sale of any securities of the Company or any member of its group may otherwise lawfully be communicated or caused to be communicated; or (iv) members of RetailBook's partner network of investment platforms, retail brokers and wealth managers, to the extent that they participate as intermediaries in the IPO, for onward distribution to retail investors resident in the United Kingdom only (all such persons referred to in (i), (ii), (iii) and (iv) together being "Relevant Persons"). This announcement must not be acted or relied on: (i) in the United Kingdom, by persons who are not Relevant Persons; and (ii) in any member state of the EEA, by persons who are not Qualified Investors. Any investment activity to which this announcement relates: (i) in the United Kingdom, is available only to, and may be engaged in only with, Relevant Persons; and (ii) in the EEA, is available only to, and may be engaged in only with, Qualified Investors.

Any subscription or purchase of Shares in the IPO should be made solely on the basis of information contained in the Prospectus issued by the Company in connection with the IPO. Potential investors should note that the approval by the FCA of the Prospectus should not be understood as an endorsement by the FCA of any securities offered or admitted to trading on a regulated market. The information in this announcement and the Registration Document is subject to change. Before subscribing for or purchasing any Shares, persons viewing this announcement should read the Prospectus and ensure that they fully understand and accept the potential risks associated with a decision to invest in Shares. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. Neither this announcement, nor anything contained in the Registration Document, shall constitute, or form part of, any offer or invitation to sell or issue, or any solicitation of any offer to acquire, whether by subscription or purchase, any Shares or any other securities, nor shall this announcement or the Registration Document (or any part of them), or the fact of their distribution, form the basis of, or be relied on in connection with, or act as any inducement to enter into, any contract or commitment whatsoever.

Potential investors should not base their investment decisions on this announcement or any part of it. Acquiring securities to which this announcement relates may expose an investor to significant risk of losing some or all of the amount invested. Following Admission, the value of the Shares could decrease as well as increase. Neither this announcement, the Registration Document, nor the Prospectus constitute a recommendation concerning a IPO or with respect to any investment in Shares. Before deciding to invest in Shares, potential investors should consult a suitably qualified and experienced professional adviser as to the suitability of an investment in Shares for the person concerned.

Nothing contained in this announcement constitutes or should be construed as being: (i) investment, financial, tax, accounting or legal advice; (ii) a representation that any investment or investment strategy is suitable or appropriate to your particular circumstances; or (iii) a personal recommendation to you. No statement contained in this announcement is intended to be, and nor shall any such statement be construed as, a profit forecast.

For the avoidance of doubt, the contents of the Company's website are not incorporated into, and do not form part of, this announcement.

Ardea Partners International LLP is acting as a financial adviser to the Company in connection with the IPO. Ardea is not acting as an underwriter, sponsor or bookrunner, will not offer or sell any securities and will not identify, solicit or engage directly with potential investors in connection with the Offer.

Goldman Sachs International ("Goldman Sachs") has been appointed as Sponsor, a Joint Global Co-ordinator and a Joint Bookrunner, Barclays Bank PLC ("Barclays") has been appointed as a Joint Global Co-ordinator and Joint Bookrunner and each of Deutsche Bank AG, London Branch ("Deutsche Numis"), UBS AG, London Branch ("UBS") and Stifel Nicolaus Europe Limited (trading as Keefe, Bruyette & Woods, "KBW") have been appointed as Joint Bookrunners in connection with the Offer. Goldman Sachs International is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and regulated in the United Kingdom by the PRA and the FCA. Barclays Bank PLC is authorised by the PRA and regulated in the United Kingdom by the PRA and the FCA. Deutsche Bank AG is a stock corporation (Aktiengesellschaft) incorporated under the laws of the Federal Republic of Germany with its principal office in Frankfurt am Main. It is registered with the local district court (Amtsgericht) in Frankfurt am Main under No HRB 30000 and licensed to carry on banking business and to provide financial services. The London branch of Deutsche Bank AG, trading for these purposes as Deutsche Numis is registered as a branch office in the register of companies for England and Wales at Companies House (branch registration number BR000005) with its registered branch office address and principal place of business at 21, Moorfields, London EC2Y 9DB. Deutsche Bank AG is subject to supervision by the European Central Bank (ECB), Sonnemannstrasse 22, 60314 Frankfurt am Main, Germany, and the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht or BaFin), Graurheindorfer Strasse 108, 53117 Bonn and Marie-Curie-Strasse 24-28, 60439 Frankfurt am Main, Germany. With respect to activities undertaken in the United Kingdom, Deutsche Bank AG is authorised by the PRA. It is subject to regulation by the FCA and limited regulation by the PRA. Details about the extent of Deutsche Bank AG's authorisation and regulation by the PRA are available from Deutsche Bank AG on request. UBS AG London Branch is authorised and regulated by the Financial Market Supervisory Authority in Switzerland. It is authorised by the Prudential Regulation Authority and subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority in the United Kingdom. Stifel Nicolaus Europe Limited (trading as Keefe, Bruyette & Woods) is authorised by the FCA and regulated in the United Kingdom by the FCA.

Barclays, Deutsche Numis, Goldman Sachs, KBW and UBS are together are referred to herein as the "Banks". Each of the Banks is acting exclusively for the Company and no one else in connection with the IPO. None of the Banks will regard any other person as a client in relation to the IPO or any other matters referred to in this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients or for the giving of advice in relation to the IPO or any matter referred to in this announcement. None of the Banks nor any of their respective affiliates accepts any responsibility whatsoever for the contents of this announcement including its accuracy, completeness and verification.

Apart from the responsibilities and liabilities, if any, which may be imposed on the Banks by FSMA or the regulatory regime established thereunder, or under the regulatory regime of any jurisdiction where the exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, none of the Banks nor any of their respective affiliates and/or any of their or their affiliates' directors, officers, employees, advisers and/or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to, the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) and/or any other information relating to the Company, the Group or its associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
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Shawbrook Group
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