28 October 2025 Lucy Reeve Capital Markets - Equity

FCA on delayed disclosures of inside information and investing in cryptoassets

The Financial Conduct Authority has published Primary Market Bulletin 59. This includes the findings of its review of delayed disclosure of inside information and guidance on rules that may apply when a listed company invests in cryptoassets.

Delaying disclosure of inside information

If an issuer has inside information and satisfies the strict conditions to delay disclosure of that inside information (Article 17(4) UK MAR), when it does eventually make an announcement, it must also notify the FCA that the disclosure was delayed. This can be done via the FCA's 'Notification of Delayed Disclosure of Inside Information' form.

The FCA has reviewed the overall volume of such notifications and the average delay periods. Issuers are reminded that they must have systems in place to comply with UK MAR, which includes ensuring the FCA is notified if a disclosure has been delayed.

Cryptoasset treasury strategies

Some listed companies have announced plans to acquire bitcoin or other cryptoassets for the purpose of long-term value appreciation as part of their broader treasury management strategy. The FCA encourages issuers to consider a number of rules in connection with such strategies. Issuers should:

  • consider how they communicate the strategy to shareholders, including both benefits and associated risks, such as, the volatility in the value of cryptoassets, the potential impact of this volatility on the company's financial position and share price, and exposure to the failings of service providers;
  • be clear on the use of proceeds when announcing capital raising, including where the proceeds may be used to acquire cryptoassets;
  • ensure any communications are in line with the financial promotion restriction set out in Section 21 Financial Services and Markets Act 2000;
  • be mindful of whether the acquisition of cryptoassets may constitute a reverse takeover under UKLR 7.1.4R; and

have regard to their disclosure obligations under Article 17 MAR if they have inside information. This may include acquisitions of cryptoassets as well as movements in the value of existing owned cryptoassets. 

See PMB 59 here.