TIDMAAA
RNS Number : 0879J
All Active Asset Capital Limited
18 December 2020
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATIONS (EU) NO. 596/2014
("MAR").
18 December 2020
All Active Asset Capital Limited
('AAA' or 'the Company')
O ption agreement with AAQUA B.V.
Option agreement with AAQUA
The Board of AAA is pleased to announce that the Company has
entered into an option agreement with AAQUA B.V. ('AAQUA') ('the
Option').
Under the terms of the Option, the exercise of which is at the
sole discretion of the Company, AAA can subscribe for up to 125,000
new AAQUA ordinary shares ('Option Shares') at EUR1,000 per share,
being a total cost of EUR125 million if fully exercised. The Option
can be exercised in tranches of EUR5 million or more. As detailed
below, 12,500 Option Shares (being 10 per cent. of the total Option
Shares) are currently vested and capable of exercise by AAA.
AAA is paying a EUR1 million fee for the grant of the Option
(the 'Grant Fee') to AAQUA. The Grant Fee will be fully offset
against the exercise price payable by AAA should AAA exercise a
tranche of the Option.
The Option is valid from 18 December 2020 until 10 December
2021, but such period may be shortened should certain fundraising
conditions be accomplished by AAQUA (the 'Acceleration Clause'). If
the Acceleration Clause is activated, AAA would then have 60
calendar days to exercise some or all of the Option. Beyond these
stipulated timeframes, the Option automatically becomes null and
void.
As at the date of grant, options over 12,500 Option Shares with
an aggregate exercise price of EUR12.5 million have vested and are
capable of being exercised by AAA (the aggregate exercise price
representing c.82% of AAA's latest published gross assets as at 11
December 2020). The 12,500 vested Option Shares are the maximum
that are, as at the date of this announcement, capable of being
exercised by AAA.
Further Option Shares may vest upon the publication of AAA's
annual, interim or other financial information, so that the maximum
number of vested Option Shares never exceeds 95% of AAA's gross
assets (as defined in the AIM Rules for Companies). In any event,
under the terms of the option agreement, the number of vested
Option Shares must not exceed the number that would cause AAA to be
over 95% in any of the relevant class tests set out in the AIM
Rules for Companies. These, and various other vesting conditions
within the option agreement, are to ensure that exercise of the
Option, which is at the sole discretion of AAA, cannot under any
circumstances trigger a reverse takeover under Rule 14 of the AIM
Rules for Companies.
If exercised in part or full, the Option would form part of
AAQUA's planned C-Round equity financing, which is capped at a
maximum of EUR200 million. On the basis that the C-Round is fully
subscribed, AAQUA would have c.750,000 ordinary shares outstanding.
Should the Options that are presently vested be exercised in full
by AAA then AAA's interest in AAQUA would be c.2% of the enlarged
issued share capital.
As at the date of grant, AAA does not have the funding to
exercise the Option in full nor does it have the funding to
exercise the vested Options in full, albeit it does presently have
sufficient funding to exercise initial tranches of the vested
Options. Further capital would need to be raised by AAA to enable
full exercise of the Option.
About AAQUA
AAQUA is a global services platform designed around 'Passion
Communities' where members and famous entities ('Icons') curate
original content, combined with member inspired online-to-offline
initiatives. AAQUA will offer levels of control and ownership which
aim to bring member fans, Icons and brands onto the same peer
level.
AAQUA aims to become a seamless second screen experience for
'MAGIC' (M.usic, A.rts, G.aming, I.nterests and C.ommunity)
alongside established entertainment, sporting and other rights
holders and, eventually, other interests that people around the
world are passionate about.
Since June 2019 AAQUA has been working in close collaboration
with Sentiance N.V. ('Sentiance') on its core technology. This
includes a development and long-term licence agreement regarding
AAQUA's Algorithm of You ('AOU') enabling users to control the way
content is recommended to them.
The AAQUA platform is in the first of four 'Closed Beta'
iterations, and it is expected that during the third Closed Beta
iteration during late Q1 2021 a small number of global tactical
partners with market leading positions in their respective domains
will become active participants and contributors on the AAQUA
platform.
AAQUA is incorporated in the Netherlands, and currently has
operating subsidiaries in Singapore, Belgium and Canada. AAQUA
recently raised a EUR60 million B-round of equity financing and is
intending to raise a C-round of which, as described above, AAA's
Option could form part. There are additional plans for equity
raises during 2021 to support AAQUA's development, deployment and
roll-out.
AAQUA was incorporated on 23 July 2020 and has to date produced
no publicly available financial information.
Rodger Sargent, Executive Director of AAA, commented: "We
recently completed a material equity placing and are now in a
position to secure meaningful investments in innovative, highly
disruptive, scalable technologies.
We will work diligently to ensure AAA secures the necessary
financial strength and flexibility to secure and execute investment
opportunities such as the AAQUA Option. The AAQUA Option has the
potential to prove transformational for AAA."
For further information:
All Active Asset Capital Limited
James Normand, Non-Executive Chairman
Rodger Sargent, Executive Director
T: +44 (0) 7779 799431
www.aaacap.com
Allenby Capital Limited (Nominated Adviser and Broker)
Alex Brearley / Nick Athanas
T: +44 (0) 203 328 5656
www.allenbycapital.com
Buchanan (Financial PR)
Richard Oldworth / Chris Lane / Toto Berger
T: +44 (0) 207 466 5000
E: AAAC@buchanan.uk.com
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 rns@lseg.com 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.
END
AGRFFLESWESSESE
(END) Dow Jones Newswires
December 18, 2020 02:00 ET (07:00 GMT)
All Active Asset Capital (LSE:AAA)
Historical Stock Chart
From Nov 2024 to Dec 2024
All Active Asset Capital (LSE:AAA)
Historical Stock Chart
From Dec 2023 to Dec 2024
