The information contained within this
announcement is deemed to constitute inside information pursuant to
the EU (Withdrawal) Act and amended pursuant to Market Abuse
(Amended) (EU Exit) Regulations 2019. Upon the publication of this
announcement, this inside information is now considered to be in
the public domain.
For immediate release
13 October 2021
Anglo African
Agriculture plc
(“AAA” or the
“Company”)
Corporate Update
The Company is pleased to provide a progress update on the
proposed acquisition of the Comarco group of companies (the
“Comarco Group”). The Comarco Group is based in a port
in Mombasa, Kenya (the
“Port”) and is engaged in port and marine logistics
activities in East Africa.
Extension of expiring Convertible Loan
Notes and Comarco transaction update
As announced on 1 October 2021,
the Board of AAA was informed by certain shareholders of Comarco
that they were unwilling to proceed with the sale of the Comarco
Group to AAA and that they will arrange for the repayment of the
loan and interest due to AAA which amounts to approximately
$1.5mn.
The Board has offered an alternative solution to the
shareholders of Comarco representing approximately 70% of the
combined businesses. The Board of AAA have proposed to
continue the transaction by acquiring just their shares and
allowing the one shareholder who is not currently in favour of the
Comarco transaction to remain invested directly in Comarco as a
minority shareholder. Should the business then require funding in
future the minority shareholder will either have to match the
funding up to the relevant percentage or be diluted down.
This proposal has a verbal acceptance subject to it being in
accordance with the articles of the relevant Comarco companies.
The Board of AAA has also been in discussion with the holder of
a £250,000 Convertible Loan Notes that expired on September 30th 2021. The holder
has informed AAA that he is agreeable to the loan being extended
until the outcome of the proposed Comarco Group Acquisition is
determined. The Convertible Loan Notes will continue to
accrue interest at the previously agreed rate of 12%.
As the above proposal gives no certainty of an outcome to the
Company, AAA intends to start legal procedures under the terms of
the loan agreement with Touchwood Investments Limited
(“Touchwood”) and reserves its right to exercise the option
to acquire the entire issued share capital of Touchwood for a
nominal consideration.
For further information, please visit www.aaaplc.com or contact
the following:
Anglo African Agriculture plc |
|
Andrew Monk, Non-Executive
Chairman |
+44 (0)20 3005 5000 |
Rob Scott, Executive Director |
+27 (0)84 6006 001 |
|
|
VSA Capital Limited
(Financial Adviser and Corporate Broker) |
+44 (0)20 3005 5000 |
Andrew Raca, Maciek
Szymanski (Corporate Finance) |
|