TIDMHPA1
RNS Number : 2818T
Hambro Perks Acquisition Com Ltd
16 March 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
THIS IS AN ANNOUNCEMENT AND NOT AN OFFER TO SELL OR AN INVITATION
TO PURCHASE OR SUBSCRIBE FOR ANY SECURITIES NOR A CIRCULAR OR
PROSPECTUS OR EQUIVALENT DOCUMENT AND INVESTORS OR PROSPECTIVE
INVESTORS SHOULD NOT MAKE INVESTMENT DECISIONS ON THE BASIS OF ITS
CONTENTS.
FOR IMMEDIATE RELEASE.
16 March 2023
Hambro Perks Acquisition Company Limited
Results of Redemption Election
Hambro Perks Acquisition Company Limited (LSE: HPA1) ("HPAC" or
the "Company"), a special purpose acquisition company formed to
focus on a Business Combination, announces the results of the early
redemption of its Public Shares (the "Redemption Election"),
following the amendment to the Articles in connection with the
extension to the deadline by which it may seek a business
combination to 30 November 2023, duly approved by HPAC Shareholders
at the Company's Extraordinary General Meeting (the "EGM") held on
28 February 2023.
Dominic Perks, Chief Executive Officer of HPAC, said : "Having
received shareholder approval for the extension last month, we
continue to have positive conversations with companies interested
in a possible business combination and look forward to updating the
market in due course."
Results of the Redemption Election
The results of the Redemption Election were as follows:
Public Shares redeemed** Public Shares not redeemed**
Number %* Number %*
-------- ------------------ -----------
14,444,499 98.61 203,486 1.39
-------- ------------------ -----------
* Rounded to two decimal places.
** Excludes the Public Shares held by HPAC Sponsor LLP.
The total number of Public Shares eligible for redemption at the
Redemption Record Time was 14,647,985, none of which were held in
treasury. HPAC Sponsor LLP holds 366,200 Public Shares which were
not eligible for redemption.
For Public Shareholders who elected to redeem all or a portion
of their Public Shares, the price per-share, payable in cash, will
equal approximately GBP10.44 per Public Share (comprising GBP10.00
per Public Share representing the amount subscribed for by Public
Shareholders together with Public Shareholders' pro rata
entitlement to the Escrow Account Overfunding and accrued interest,
of approximately GBP0.44 per Public Share), being the aggregate
amount on deposit in the escrow account opened with Citibank N.A.
(the "Escrow Account") as at the date of the EGM, 28 February 2023
(less taxes payable) divided by the number of the then outstanding
Public Shares (excluding the Overfunding Shares), being 14,647,985
Public Shares.
At the redemption amount of approximately GBP10.44 per Public
Share, the expected total redemption amount will be approximately
GBP150.8 million. The balance of approximately GBP2.1 million (as
at the date of the EGM, 28 February 2023) will remain in the Escrow
Account.
Redemption Next Steps
As explained in the Company's announcement on 28 February 2023,
the redemption of the Public Shares held by a Public Shareholder
does not trigger the repurchase or redemption of the Public
Warrants held by such Public Shareholder (if any). Accordingly,
Public Shareholders whose Public Shares are redeemed by the Company
will retain all rights to any Public Warrants that they may hold at
the time of such redemption.
Public Shareholders who elected to redeem a portion of, or who
did not elect to redeem any of, their Public Shares will continue
to have the right to redeem their Public Shares in accordance with
the Articles, including upon a Business Combination or in the event
that a Business Combination is not consummated prior to the new
Business Combination Deadline of 30 November 2023.
Public Shareholders who did elect to redeem all or a portion of
their Public Shares on or before the Election Return Time shall
have such Public Shares redeemed and payment in respect of such
Public Shares will be made by Computershare as soon as practicable
and in any event on or before 23 March 2023.
White & Case LLP and Carey Olsen (Guernsey) LLP are acting
as legal advisers to HPAC.
Capitalised terms used but not defined in this announcement have
the meanings given to them in the Appendix.
Enquiries
Hambro Perks Acquisition Company Limited peter@hambroperks.com
Peter Soliman, Company Secretary
FTI Consulting (Financial PR advisor
to HPAC )
Charles Palmer +44 (0) 7976 743 360
Kit Dunford +44 (0) 7717 417 038
Notes to Editors
The information contained in this announcement is deemed by HPAC
to constitute inside information for the purposes of Article 7 of
the UK Market Abuse Regulation. By the publication of this
announcement via a Regulatory Information Service, this inside
information is now considered to be in the public domain. The
person responsible for arranging for the release of this
announcement on behalf of HPAC is Peter Soliman, Company
Secretary.
The LEI of HPAC is 2138002WGRFJRKBEVT75.
About HPAC
HPAC is a special purpose acquisition company incorporated as a
non-cellular company limited by shares under the laws of the Island
of Guernsey with number 69093 and for the purpose of acquiring a
majority (or otherwise controlling) stake in a company or operating
business through a merger, capital stock exchange, share purchase,
asset acquisition, reorganisation or similar transaction. HPAC was
admitted to trading on the standard listing segment of the main
market for listed securities of the LSE on 30 November 2021.
For further information on HPAC, please see www.hpac.uk.
This announcement has been submitted to the National Storage
Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism and will
also shortly be available to download from the Company's website
https://hpac.uk/category/investor-resources/.
DISCLAIMER:
These materials may not be published, distributed or transmitted
in the United States, Canada, Australia or Japan. These materials
do not constitute an offer of securities for sale or a solicitation
of an offer to purchase securities (the "Securities") of HPAC in
the United States, Australia, Canada, Japan or any other
jurisdiction in which such offer or solicitation is unlawful. The
Securities may not be offered or sold in the United States absent
registration or an exemption from registration under the U.S.
Securities Act of 1933, as amended (the "Securities Act"). There
will be no public offering of the Securities in the United States.
The Securities have not been, and will not be, registered under the
Securities Act. The Securities referred to herein may not be
offered or sold in Australia, Canada or Japan or to, or for the
account or benefit of, any national, resident or citizen of
Australia, Canada or Japan, subject to certain exceptions.
This publication constitutes neither an offer to sell nor a
solicitation to buy securities. In the United Kingdom, this
announcement is only being distributed to, and is only directed at,
qualified investors, within the meaning of Regulation (EU) No
2017/1129 as it forms part of UK law by virtue of the European
Union (Withdrawal) Act 2018 who are also (i) investment
professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as
amended (the "Order"), (ii) persons falling within Article 49(2)(a)
to (d) of the Order (high-net-worth companies, unincorporated
associations, etc.) or (iii) persons to whom an invitation or
inducement to engage in investment activity (within the meaning of
section 21 of the Financial Services and Markets Act 2000) in
connection with the redemption of any Securities may otherwise
lawfully be communicated or caused to be communicated (all such
persons together being referred to as "Relevant Persons"). This
announcement is directed only at Relevant Persons and must not be
acted on or relied on by persons who are not Relevant Persons. Any
investment or investment activity to which this announcement
relates is available only to Relevant Persons and will be engaged
in only with Relevant Persons.
This announcement may contain forward-looking statements.
Forward-looking statements are statements that are not historical
facts and may be identified by words such as "plans", "targets",
"aims", "believes", "expects", "anticipates", "intends",
"estimates", "will", "may", "continues", "should" and similar
expressions. These forward-looking statements reflect, at the time
made, HPAC's beliefs, intentions and current targets/aims
concerning, among other things, HPAC's results of operations,
financial condition, liquidity, prospects, growth and strategies.
Forward-looking statements involve risks and uncertainties because
they relate to events and depend on circumstances that may or may
not occur in the future.
The forward-looking statements speak only as of the date of this
announcement. HPAC expressly disclaims any obligation or
undertaking to release any updates or revisions to any
forward-looking statements to reflect any change in its
expectations with regard thereto or any changes in events,
conditions or circumstances on which any forward-looking statements
are based. No representation or warranty is made that any of these
forward-looking statements or forecasts will come to pass or that
any forecast result will be achieved. Undue influence should not be
given to, and no reliance should be placed on, any forward-looking
statement.
Appendix
Definitions
The following definitions apply throughout this announcement
unless the context requires otherwise.
"Articles" the Articles of Incorporation of the Company
as in force at the time of this announcement;
"Business Combination" a business combination between HPAC and
a target company;
"Business Combination the deadline by which the Company must
Deadline" complete a Business Combination;
"Business Combination the extension of the Initial Business
Extension" Combination Deadline to 30 November 2023;
"Company" or "HPAC" Hambro Perks Acquisition Company Limited,
a company registered in Guernsey;
"Computershare" Computershare Investor Services (Guernsey)
Limited;
"CREST" the relevant system (as defined in the
Uncertificated Securities Regulations
2001 (SI 2001/3755)) in respect of which
Euroclear UK & International Limited is
the Operator (as defined in the Regulations);
"Election Return Time" 1:00 p.m. on 16 March 2023;
"Escrow Account" the escrow account opened by the Company
with Citibank, N.A., London Branch;
"Escrow Account Overfunding" the additional funds committed by the
Sponsor to the Company through the private
placement of 366,200 Public Shares and
183,100 Public Warrants, each subscribed
for by the Sponsor at the time of the
Company's IPO;
"EGM" or the "Extraordinary the general meeting of the Company held
General Meeting" on 28 February 2023 to approve the Business
Combination Extension;
"Initial Business Combination 28 February 2023;
Deadline "
"IPO" the initial public offering of the Company
on 30 November 2021;
"IPO Prospectus" the Company's IPO prospectus dated 25
November 2021;
"Ordinary Shares" the Sponsor Shares and the Public Shares;
"Overfunding Shares" 366,200 Public Shares subscribed for by
the Sponsor in connection with the Escrow
Account Overfunding;
"Public Shareholders" the holders of Public Shares;
"Public Shares" the Class A Ordinary Shares of HPAC;
"Public Warrants" the warrants in respect of Public Shares
issued to holders of Public Shares;
"Redemption Record close of business (6:00 p.m.) on 28 February
Time" 2023;
"Shareholder" or "HPAC a holder of Ordinary Shares, including
Shareholder" a holder of Public Shares and a holder
of Sponsor Shares;
"Sponsor" HPAC Sponsor LLP, a limited liability
partnership formed in England and Wales,
with registration number OC439271 and
whose registered office is at 111 Buckingham
Palace Road, London, England, SW1W 0SR;
and
"Sponsor Shares" the 3,661,996 Class B Ordinary Shares
of HPAC purchased by the Sponsor as set
out in the IPO Prospectus. For the avoidance
of doubt, the Class B Ordinary Shares
are not admitted to trading on a stock
exchange.
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END
MSCBRGDXDXBDGXL
(END) Dow Jones Newswires
March 16, 2023 13:33 ET (17:33 GMT)
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