AAAP Anglo African Agriculture Plc

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT

This announcement is an advertisement for purposes of the Prospectus Rules of the Financial Conduct Authority and not a prospectus and not an offer of securities for sale in any jurisdiction, including in or into the United States, Australia, Canada or Japan.

Neither this announcement, nor anything contained herein, nor anything contained in the registration document referred to herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Investors should not subscribe for or purchase any ordinary shares referred to in this announcement or in the registration document except solely on the basis of the information contained in a prospectus in its final form (together with any supplementary prospectus, if relevant, the "Prospectus"), including the risk factors set out therein, that may be published by Anglo African Agriculture plc ("the "Company" and together with its subsidiaries and subsidiary undertakings the "Group" or "AAA"), in due course in connection with a possible offer of ordinary shares in relation to the Reverse Takeover (“RTO”) of Comarco Group and the renaming of the enlarged group to Agulhas Group Africa plc (the “Enlarged Group”) (the “Proposed Acquisition”) and the possible re-admission of the enlarged share capital to the Standard Listing segment of the Official List of the FCA and to trading on the main market for listed securities of the London Stock Exchange plc. A copy of any Prospectus published by Anglo African Agriculture plc will, if published, be available for inspection from Anglo African Agriculture plc's registered office and on the company website at www.aaaplc.com.

4 November 2019

Anglo African Agriculture PLC 

Financial Conduct Authority Approves Registration Document

As announced on 9 June 2019, AAA signed conditional share purchase agreements to acquire the entire issued share capital of Comarco Group, a Kenyan port and marine logistics group (the "Proposed Acquisition"). The Proposed Acquisition is conditional, inter alia, the completion of a Fundraising and Vendor Placing of approximately $22m, the publication of a Share Registration Document (SRD) and Prospectus, shareholder approval in general meeting and Admission of the enlarged share capital to trading on the Main Market of the London Stock Exchange (the “Re-Admission”).

The Company announces that a Registration Document relating to the Company received approval from the UK Financial Conduct Authority and has been published on the Company's website at www.aaaplc.com. Following approval, a copy has been submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/NSM.

Copies of the Registration Document will also be available for inspection during usual business hours on any weekday (Saturdays, Sundays and public holidays excepted) at the Company offices, 15-17 Eldon Street, London EC2M 7LD.

A copy of this announcement will also be available online at www.aaaplc.com.

For further information, please contact the following:

Important legal information

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed by any person for any purpose on the information contained in this announcement or its accuracy, fairness or completeness.

This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan, India or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.