AAA Update on AAQUA - our potential social media partner22 Dec 2021 10:09
Conditional placing - The conditional placing announced on 2 July 2021 was successfully completed in October at a significantly expanded level through the issuance of 356,250,000 new AAA shares at 80p per share to acquire 95,000 AAQUA B.V. (‘AAQUA’) ordinary shares.
AAQUA update, further acquisitions of AAQUA equity and new option:-
The AAQUA business continues to develop at pace with meaningful organisational presence now in Australia, Singapore, France, Belgium, Netherlands, United Kingdom, Canada, and the US. The internal minimum viable product (‘MVP’) was delivered on 1st December 2021, the same date that Maria Bista joined as Group COO, running the AAQUA business end-to- end. Prior to AAQUA, Maria was in a senior leadership position at Barclays Investment Bank and before that worked at Sky and Electronic Arts. In addition, it is anticipated Colin McQuade, currently a non-executive director of AAA, will be appointed to the AAQUA Board in early 2022.
In addition to the conditional placing, AAA acquired a further 50,000 new and 16,667 existing AAQUA shares by way of a share-for-************** for the issue of 187,500,000 new AAA share1 at 80p each and the cashless conversion of 100,000,000 AAA warrants at 50p per AAA share.
In total, AAA now owns 185,917 AAQUA shares, or 32.5% of AAQUA’s existing issued share capital. The AAQUA shareholding is anticipated to reduce to c.25% following AAQUA’s completion of a material equity partner funding round, currently anticipated to be in Q1 2022. AAA will not be participating in that proposed funding round. Assuming the proposed AAQUA partner funding round completes, AAA will become party to an AAQUA shareholder governance arrangement whereby AAA can hold at any point in time a maximum 30% of AAQUA’s equity (its ‘Economic Interest’) however AAA will only be able to utilise a maximum of 19.9% of its aggregate voting rights at any time. This arrangement would last for an initial ten year period, unless agreed differently between the various new parties expected to sign up to the proposed governance agreement. The Economic Interest would not affect AAA’s other shareholder rights such as receipt of dividends or ability to participate in, for example, a rights issue on a pro-rata basis.
The Company currently has 1,804,662,999 shares in issue, with a further 187,500,000 new shares to be issued following the creation of the SPV described in the footnote. (1)
In addition, AAA has secured a €240 million primary investment option allowing it to subscribe for up to an additional 60,000 AAQUA shares at €4,000 per ordinary share. This investment option can be exercised in whole or in part at any time over the next two years. The option contains no provisions to accelerate the exercise if AAQUA completes certain follow-up transactions and could, under certain circumstances, be assigned to third parties if approved under the proposed governance agreement.
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