NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

9 November 2022

PCF Group plc

("PCF", the "Bank", the "Company" or the "Group")

Strategic update

Further to the announcement on 5 October, the Board of PCF has concluded a review of its operational structures and strategic options. During this period, the Group has also been seeking to raise further significant growth capital and pursued other strategic opportunities but has now determined that significant growth capital will not be forthcoming and the strategic transactions have not come to fruition.

The Board will continue to explore strategic transactions with bona fide interested third parties, however the directors have now concluded that it is in the best interest of all stakeholders for PCF Bank to commence a process of withdrawing from the UK banking market.

As a result, PCF Bank will not be recommencing lending and will therefore manage its loan and savings portfolio positions down over time in line with their respective terms and conditions, whilst progressively reducing its cost base (and at some stage it will look to sell all or parts of that loan portfolio).

Both the Prudential Regulation Authority (PRA) and the Financial Conduct Authority (FCA) have been kept informed of PCF Bank's plans and Somers Limited, as the Company's substantial shareholder, has indicated that it remains supportive of the Company through this process.

In light of these circumstances and in order to reduce cost for the Company, the Board proposes, subject to shareholder approval in a general meeting, to cancel the admission to trading on AIM of PCF's Ordinary Shares. A circular setting out the process, together with a notice of General Meeting, will be sent to shareholders shortly. In accordance with the AIM Rules, notice of 20 business days will be given of the cancellation, and if approved at the general meeting at least five days of trading will follow that approval. The directors intend to make other arrangements for shareholders to trade their shares if cancellation becomes effective, details of which will be set out in the circular.

Garry Stran, Chief Executive of PCF Bank, said:

"This has been a very difficult strategic decision for the Board to make given the consequences for the business, colleagues, customers, intermediaries and shareholders. This is particularly so given the considerable progress made over the last 18 months to remediate the issues that gave rise to the suspension in trading in the Group's shares in May 2021 and the work undertaken in seeking to raise growth funding or progress other transactional strategies to deliver a growing and sustainable value proposition for all our stakeholders. The Company will now focus on implementing our decision."

In respect of questions that stakeholders might have a Frequently Asked Questions portal will be activated on the Group's Investors website   -  Investors | PCF Bank

The Group will continue to keep shareholders updated as it is appropriate to do so, in line with its regulatory obligations.

Enquiries

Market Abuse Regulations

The information contained within this announcement would have, prior to its release, constituted inside information as stipulated under Article 7 of the Market Abuse Regulations (EU) No.596/2014 as incorporated into UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (together, "UK MAR"). Upon the publication of this announcement via a regulatory information service, this inside information will be considered to be in the public domain. For the purposes of UK MAR, the person responsible for arranging for the release of this information on behalf of PCF is Garry Stran, CEO.

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