LONDON: Anglo African Agriculture plc (AAA) has signed conditional share purchase agreements to acquire the entire issued share capital of a number of companies within the Comarco group of companies that are based in Kenya and engaged in the port and marine logistics business. [the_ad id=”31605″]The consideration will be USD 30 million, payable in Anglo African Agriculture plc (AAA) new ordinary shares at 0.5p per share.
The companies are: Consolidated Marine Contractors Limited (CMC); Comarco Properties (EPZ) Limited (CPL); Kenya Marine Contractors (EPZ) Limited (KMC); Touchwood Investments Limited (TIL) and Comarco Supply Base (EPZ) Limited (CSB) (?Comarco Group).
Following a strategic review in 2018, AAA has been actively seeking to expand its activities beyond the agricultural sector while still utilising its directors’ experience and network in sub-Saharan Africa.
AAA announced on 30 August 2018 a proposed loan facility to Comarco Group to help fund its working capital which was advanced to Comarco Group in November 2018. This was intended to be the first step in the diversification of AAA’s revenues and to significantly grow the business.
During the course of identifying means to restructure Comarco Group, the proposed acquisition as a solution became evident as a mutually beneficial opportunity to help grow both companies. Comarco Group requires access to capital markets to facilitate growth in its business, particularly in light of the current oil and gas and infrastructure development off the coast of East Africa and the increased opportunities for marine logistics companies that such development will bring.
The proposed acquisition would allow the Company to acquire a reputable port and marine logistics business at a strategic time when demand for such businesses have increased; allows Comarco Group wider access to capital should further funds be required for acquisitions or any future organic development beyond the Enlarged Group’s present plans.
VSA Capital is acting as financial adviser and broker to AAA and will in due course be publishing equity research and conducting the equity fundraising following the publication of a Share Registration Document. In due course the Company expects to publish a Prospectus in respect of the proposed re-admission of the shares of the Enlarged Group to trading.
Subject to completion of the Proposed Acquisition, the Company intends to change its name to Agulhas Group Africa plc.
The proposed acquisition, if completed, would result in current AAA shareholders having a minority interest (expected to be less than 5%) in the Enlarged Group and would constitute a Reverse Takeover (RTO) under the Listing Rules.
The RTO will be subject to an affirmative vote of the Company’s shareholders and relevant regulatory and stock exchange approvals. Accordingly, as required by the FCA, a Share Registration Document and Prospectus are currently being prepared. The Company is not able to determine at this point when the Share Registration document will be published as it will have to be submitted and approved by the UKLA.