Aspen (Group) Holdings Limited Provides Update on Subscription and Shareholders’ Agreement – Extension of Cut-Off Date

Date: 17 November 2025

By: Financial Reporter

Key Developments from the Latest Announcement

• The Board of Aspen (Group) Holdings Limited has provided an important update regarding the Subscription and Shareholders’ Agreement initially entered into with KPV on 26 May 2025.
• Subsequent to the original agreement, a supplemental agreement was signed, and shareholder approval for the proposed issuance and dilution was obtained on 24 October 2025.
• On 17 November 2025, Aspen and its counterparties executed a Second Supplemental Agreement to further extend the cut-off date for fulfilling the Conditions Precedent set out in the original agreement.

Details of the Extension

• Extension of Cut-Off Date: The parties have agreed to extend the cut-off date for the fulfilment of all Conditions Precedent to 31 December 2025.
• Reason for Extension: Additional time is required to obtain the consent of the financiers of AVL and AVC – a key condition precedent to the agreement.
• Terms Remain Unchanged: Aside from the extension of the cut-off date, all other terms and provisions in the Subscription and Shareholders’ Agreement remain unchanged and in full force.

Potentially Price-Sensitive Information for Shareholders

• The completion of the Proposed Issuance, Redemption, and Dilution is still subject to the fulfilment of the Conditions Precedent. These include, most notably, the consent from the financiers of AVL and AVC.
• There is no certainty or assurance that the conditions precedent will be fulfilled or that the Proposed Issuance, Redemption, or Dilution will be undertaken at all.
• This uncertainty introduces potential volatility in Aspen’s share price, especially as investors may react to delays or the possibility of the transaction not materializing.
• The extension to 31 December 2025 provides a new timeline for these critical developments, and investors should monitor further updates closely.

Cautionary Statement to Investors

The Board has specifically cautioned shareholders and potential investors to exercise caution when trading in Aspen shares, given the ongoing uncertainties relating to the fulfilment of the Conditions Precedent. Investors are urged to consult their legal, financial, tax, or other professional advisers if in doubt about their actions in light of these announcements.

Summary

In summary, Aspen (Group) Holdings Limited’s latest announcement regarding the extension of the cut-off date for the fulfilment of conditions under its Subscription and Shareholders’ Agreement represents a significant development. The outcome of this process, and whether the Proposed Issuance, Redemption, and Dilution are ultimately completed, may have a material impact on the Company and its share price. The market will be watching closely for further updates up to the new deadline of 31 December 2025.

Disclaimer: This article is based on official company disclosures and is intended for informational purposes only. It does not constitute investment advice, and investors should conduct their own due diligence or seek professional advice before making investment decisions. The information provided herein is accurate as of the date of publication, but developments may occur after this date that could affect the information or opinions expressed.

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