As announced by the Company on 13 February 2025, the admission of the Company’s Shares to trading on AIM was cancelled.
On 14 May 2025 the Company sold its UK operations through the disposal of the entire issued share capital of Jaywing Holdings Limited, the holding company of Jaywing UK Limited. In a separate transaction, on 31 July 2025 the Company also sold its Australian subsidiaries, Jaywing Australian Pty and Frank Digital ("the Disposals"). As a result of these Disposals Jaywing Limited no longer owns any operating businesses.
The Board’s responsibility to its creditors, amongst other stakeholders, drove the strategy to dispose of its operating businesses. In pursuing the disposal strategy the Board believed that it offered the best opportunity to maintain the Company’s solvency, satisfy all its creditors and potentially return money to shareholders.
The proceeds of the Disposals were sufficient, and have already been used, to fully repay all of the Company’s financial debt, all of which was secured. It is the Board’s intention that after a short period of further tidying up of the Company’s affairs the Directors will seek to put the Company into a solvent winding up process. It is the Board’s current expectation that, after repayment of all debts and costs associated with the winding up, there will be a small surplus of proceeds from the Disposals which will be due to shareholders.
Prior to embarking on the intended solvent winding up process, the Company is obliged, under the terms of its disposal of the Jaywing UK business, to seek the approval of Shareholders to change its name so as not to include the brand name 'Jaywing'.
The purpose of this Circular is to provide you with the information on the background to and reasons for the Change of Name and explain why the Directors unanimously consider the Change of Name to be in the best interests of the Company and its stakeholders as a whole and seek Shareholders’ approval for the Resolution.
A copy of the circular can be found here: Copy of Circular