Acquisition, Warrant & Conv. Pref. Share Issue
29 January 2020
APQ Global Limited
("APQ Global" or the "Company")
Acquisition of Parish Group Limited
Issue of Warrants and Convertible Preference Shares
APQ Global, an emerging markets growth company based in Guernsey, is pleased to announce that it has acquired the entire issued share capital of Parish Group Limited ("Parish") (the "Acquisition") a Guernsey incorporated non-cellular limited company.
Parish is a fiduciary and corporate services provider, based in Guernsey and Alderney and offers the following services:
· Corporate Services - A full suite of corporate services including incorporation and set up, administration, provision of corporate directors, nominee shareholders, corporate secretarial work, provision of Company Secretary, Registered Office, Resident Agent.
· Trust Services - Parish provides a comprehensive range of services for the establishment and administration of Trusts.
· Pension Services - Including RATS (Retirement Annuity Trust Schemes), QROPS (Qualifying Retirement Overseas Pension Schemes), QNUPS (Qualifying Non-UK Pension Schemes) and International Pension Plans.
· Intellectual Property - As a licensed fiduciary, Parish assists with registering trademarks, patents and image rights in accordance with Guernsey law.
· Foundations - establishment and administration of Foundations, provision of enforcer, resident agent, council members etc.
· Support Services - Provision of all kinds of administration support, business planning, accountancy, bookkeeping, payroll and Guernsey tax computations and returns.
· Legal Services - Provision of legal guidance and advice to a portfolio of clients covering all areas of business by in-house legal counsel for non-reserved legal matters. Parish also provides guidance in relation to more complex legal affairs and makes external referrals, particularly in relation to reserved legal activity including litigation, probate and administration of oaths.
The Acquisition is an excellent strategic fit for APQ Global and will accelerate the Company's growth plan in the corporate services sector with a focus on emerging markets. Parish Group currently offers its services to clients in over 30 jurisdictions, including Israel, South Africa, the United Arab Emirates and Qatar.
For the year to 31 December 2018, Parish generated revenues of approximately £1.0 million and profit before tax of approximately £0.4 million. As at 31 December 2018, Parish has gross assets of approximately £1.4 million.
In consideration to the sellers for the acquisition:
· The Company will pay a net amount of approximately £2,700,000 cash consideration to the Sellers;
· APQ Capital Services Limited, a wholly owned subsidiary of the Company, will issue 268,000 Convertible Preference Shares (convertible into ordinary shares in APQ Global) to the Sellers (the "Convertible Preference Shares") at price of $10 per share; and
· The Company will issue 1.0 million warrants in APQ Global ("Warrants"), with an exercise price equal to the most recently announced book value per share of 70.94 pence, to the Sellers.
The Convertible Preference Shares and Warrants will be listed on TISE, however will not be admitted to trading on the AIM Market.
Convertible Preference Shares
As part consideration for the Acquisition, APQ Capital Services Limited, a wholly owned subsidiary of the Company, will issue 268,000 Convertible Preference Shares (convertible into ordinary shares in APQ Global) at a price of $10 per share).
The Convertible Preference Shares will pay a preferred dividend of 6 per cent. per annum.
The Convertible Preference Shares can be converted into Ordinary Shares in the Company on the fifth anniversary of the date on which they were issued and every two years thereafter.
The Convertible Preference Shares will be convertible with reference to the Convertible Preference Share Book Value (as adjusted by movements in the Book Value of the Company's Ordinary Shares).
Holders of the Convertible Preference Shares rank for dividends in priority to the other shareholders (save for, for the avoidance of doubt, interest payable to holders of CULS).
On a winding-up or other return of capital (other than a redemption, purchase or conversion by the Company of any of its share capital permitted by the Articles and under applicable law), each Convertible Preference Share shall confer on the holder the right to receive out of assets of the Company, (after, for the avoidance of doubt, the payment of amounts due to holders of CULS), an amount in respect of each Convertible Preference Share equal to the Preference Share Book Value, calculated down to the date of commencement of the winding up or an administration order.
Further information and the terms of the Warrants are provided in an appendix to this announcement. The full TISE Listing Document for the Convertible Preference Shares is available on the Company's website: https://www.apqglobal.com/investors/aim-rule-26/
Warrants
As part consideration for the Acquisition, the Company will issue 1.0 million Warrants to the sellers.
The Exercise Price of the Warrants will be equal to the most recently announced book value per share of 70.94 pence.
The Warrants will be exercisable on the third anniversary of the admission to TISE and every three months until 30 August 2026.
Further information and the terms of the Warrants are provided in an appendix to this announcement. The full TISE Listing Document for the Warrants is available on the Company's website: https://www.apqglobal.com/investors/aim-rule-26/
There are not expected to be any changes to the Board of the Company as a result of the Acquisition.
Bart Turtelboom, Chief Executive Officer and Executive Director of APQ Global, commented:
"We are delighted that we have agreed to acquire Parish Group Limited. We are proposing to acquire a business which has a long-standing track record of delivering strong revenue and profitability and has expanded confidently since establishment. Furthermore, by adding Parish Group to our portfolio of companies, we believe that there is a clearly defined opportunity to achieve strong shareholder return."
For further enquiries, please contact:
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APQ Global Limited |
020 3478 9708 |
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N+1 Singer - Nominated Adviser and Broker |
020 7496 3000 |
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Carey Group - TISE sponsor |
01481 737 279 |
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Investor Relations |
APPENDIX
INFORMATION AND TERMS OF THE CONVERTIBLE PREFERENCE SHARES
Conversion
A holder of Convertible Preference Shares may on (i) the fifth anniversary of the first date on which Convertible Preference Shares were issued and/or (ii) the date falling each two years thereafter, on giving written notice to the Issuer at least 30 (but no more than 60) days prior to such date, exchange in whole or in part its holding of the Convertible Preference Shares into Ordinary Shares at the Conversion Rate.
Fractions of Ordinary Shares will not be issued on Conversion and a holder's entitlement to Ordinary Shares on Conversion will be rounded down to the nearest Ordinary Share.
Ordinary Shares issued upon Conversion will be credited as fully paid and will in all respects rank equally with the Ordinary Shares in issue on the relevant Conversion date except that Ordinary Shares so issued will not rank for any dividend or other distribution which has been announced, declared, recommended or resolved prior to the Conversion date by the Directors or by the Issuer in general meeting to be paid or made if the record date for such dividend or other distribution is on or prior to the Conversion date.
Conversion Rate
Such number of Ordinary Shares for each Convertible Preference Share as is calculated as A / B where:
A is the Convertible Preference Share Book Value in US$ as at the immediately preceding Book Value Reference Date, divided by the number of Convertible Preference Shares in issue as at the date of calculation; and
B is the Book Value less the Convertible Preference Share Book Value, each in US$ and as at the immediately preceding Book Value Reference Date, divided by the number of Ordinary Shares in the Parent in issue as at the date of calculation,
(rounded to four decimal places).
Convertible Preference Share Book Value
US$10 multiplied by the number of Convertible Preference Shares in issue,
(a) increased with effect from each Book Value Reference Date by 50 per cent. of the amount by which the Book Value exceeds the Book Value on the previous Book Value Reference Date multiplied by the CPS Participation Rate, save where the Book Value is less than the Initial Book Value in which case the Convertible Preference Share Book Value shall be increased by 100 per cent. of such excess multiplied by the CPS Participation Rate; or
(b) decreased with effect from each Book Value Reference Date by 50 per cent. of the amount by which the Book Value is less than the Book Value on the previous Book Value Reference Date multiplied by the CPS Participation Rate, save where the Book Value is less than the Initial Book Value in which case the Convertible Preference Share Book Value shall be decreased by 100 per cent. of such shortfall multiplied by the CPS Participation Rate.
CPS Participation Rate
A percentage rate calculated as X / Y where:
X is the Convertible Preference Share Book Value in US$ as at the immediately preceding Book Value Reference Date; and
Y is the Book Value in US$ as at the immediately preceding Book Value Reference Date,
(rounded to four decimal places).
Preference Dividends
Cumulative preferential dividends will accrue on the Convertible Preference Shares at a fixed rate of 6 per cent. per annum on the amount of US$10, such dividend to accrue from day to day on the basis of a 365 day year from (and including) the date of issue and be payable, subject to the approval of the Directors in their sole discretion, quarterly in equal instalments in arrears on 31 March, 30 June, 30 September and 31 December (or the next Business Day) in each year, save that in respect of the first payment the dividend will be paid on 31 March 2020 and calculated on a pro rata basis (the "Preference Dividend").
A Convertible Preference Share will cease to entitle the holder to receive Preference Dividends from and including the date it is redeemed, converted or repurchased.
Preference Dividends will be paid only to the extent that the Directors approve such payment and that payment of the same can be made lawfully as at each dividend payment date.
The Parent has given an undertaking for the benefit of the Issuer and the holders of the Convertible Preference Shares not to declare or pay a dividend in respect of the Ordinary Shares in the event that, at the relevant time, there are outstanding arrears of the preferred dividend to which the holders of the Convertible Preference Shares are entitled.
The holders of the Convertible Preference Shares shall not be entitled to participate in any further profits, dividends or bonus share issue of the Issuer. The holders of the Convertible Preference Shares shall rank for dividends in priority to the holders of any other class of shares of the Issuer and if there are any arrears of the Preference Dividend outstanding the Issuer may not pay any distribution (as defined in section 301 of the Companies Law but excluding for these purposes distributions falling within sections 302(1)(a), (d) and (e) of the Companies Law) in respect of the Ordinary Shares or any other shares ranking for distribution after the Convertible Preference Shares.
Scrip Preference Dividend
Holders of Convertible Preference Shares will not be offered the right to elect to receive further Convertible Preference Shares instead of cash in respect of all or part of the Preference Dividend.
Redemption
Subject to being permitted to do so by law, the Convertible Preference Shares may be redeemed by the Issuer on 31 December 2024 and the date falling each two years thereafter (or, if any such date is not a Business Day, the following Business Day) (a "Redemption Date"). The amount to be paid per Convertible Preference Share on a Redemption Date will be an amount equal to the Convertible Preference Share Book Value, increased by 1 per cent. for each two years that have elapsed since the first Redemption Date, and divided by the number of Convertible Preference Shares in issue. On redemption, a holder of Convertible Preference Shares shall not be entitled to receive any arrears of the Preference Dividend.
Save as set out above, the Convertible Preference Shares will not be capable of being redeemed although the Issuer will have the ability to buy back the Convertible Preference Shares in the usual manner.
Capital
On a winding-up or other return of capital (other than a redemption, purchase or conversion by the Issuer of any of its share capital permitted by the Articles and under applicable law), each Convertible Preference Share shall confer on the holder thereof the right to receive out of assets of the Issuer, in priority to other shareholders, in respect of each Convertible Preference Share held an amount equal to the Convertible Preference Share Book Value, together with a sum equal to any arrears of the 6% Preference Dividend in respect of such Convertible Preference Share.
The Convertible Preference Shares shall not have any further right to participate in the assets of the Issuer on any such return of capital.
Voting Rights
Holders of Convertible Preference Shares will be entitled to receive notice of and to attend any general meeting of shareholders of the Issuer but not to speak or vote upon any resolution proposed at such meeting unless the business of the meeting includes a resolution varying, abrogating or modifying any of the rights attached to the Convertible Preference Shares or to wind-up the Issuer pursuant to Part XXII of the Companies Law (and then the holders of the Convertible Preference Shares shall only have the right to speak and vote upon any such resolution).
In circumstances where the Convertible Preference Shares shall entitle the holders to vote on a show of hands, every holder shall have one vote and on a poll every holder shall have one vote for each Convertible Preference Share he holds.
Information Rights
The Parent shall send to the holders of Convertible Preference Shares a copy of its annual report and accounts or any other document which is sent to the holders of Ordinary Shares.
Form
The Convertible Preference Shares will be issued in certificated form or uncertificated form in CREST.
Transfer
The Convertible Preference Shares may be transferred on the same basis as the Ordinary Shares.
The Convertible Preference Shares are transferable in CREST.
Ordinary Shares
Ordinary Shares of no par value in the capital of the Parent.
The Ordinary Shares are admitted to trading on AIM and are listed on TISE. The ISIN of the Ordinary Shares is GG00BZ6VP173. Issuer announcements are released by RNS.
No shares will be issued at a fraction but if so required will be rounded down to the nearest whole share.
Ordinary Shares shall be fully paid, rank pari passu with fully paid shares of the same class and entitle the holder to receive dividends.
Restrictions
Without the consent or sanction of the requisite majority of holders of the Convertible Preference Shares as is required for a variation of the rights attached to them:
(i) the Issuer will not to pass a voluntary winding up resolution;
(ii) there shall not take place a conversion/migration or voluntary strike off of the Issuer under Guernsey law;
(iii) no shares ranking ahead of the Convertible Preference Shares will be issued; and
(iv) the Issuer shall not make a distribution by way of a reduction of share capital as referred to in section 302(1)(c) of the Companies Law in respect of Convertible Preference Shares
INFORMATION AND TERMS OF THE WARRANTS
Subscription Rights
Any Warrantholder, during the Exercise Period, shall have the right (but not the obligation) to subscribe in cash for Ordinary Shares.
Each Warrant entitles the Warrantholder to subscribe in cash for one Ordinary Share at the Exercise Price, subject to any Adjustments.
Exercise Price
The Exercise Price is 70.94 pence per Warrant, being an amount equal to the most recently announced Book Value per Ordinary Share on the date of issue of the Warrants.
Exercise Period
The period in which a holder of a Warrant can exercise its Subscription Right, such period commencing on the third anniversary of the admission of the Warrants to TISE and expiring on 30 August 2026.
If any Subscription Rights remain unexercised following expiration of the Exercise Period they shall automatically lapse and cease to be exercisable.
Exercise Point
The points during the Exercise Period when a Warrantholder can exercise a Subscription Right are:
(i) the third anniversary of the admission of the Warrants to TISE;
(ii) each date falling three months thereafter during the Exercise Period; or
(iii) 30 August 2026,
and in each case if such day is not a Business Day then the following Business Day.
Exercise Notice
A notice in writing from any holder of Warrants to the Company of their intention to subscribe for Ordinary Shares, which should include the number of Ordinary Shares to be subscribed for and the aggregate Exercise Price payable for such Warrant Shares.
An Exercise Notice is irrevocable once lodged with the Company save with consent of the Board.
Exercise Procedure
Subscription Rights may be exercised in whole or in part and on any number of occasions, however, no rights are exercisable in respect of a faction of an Ordinary Share.
A Warrantholder who wishes to exercise its Subscription Rights should lodge with the Company a duly completed Exercise Notice, the certificate(s) corresponding to the relevant Warrants (if applicable) and any information requested by the Company which is required by law to be obtained by the Company prior to issuing shares to any person.
Adjustment of the Subscription Rights
If, while any Subscription Rights remain exercisable, there is:
(i) a subdivision or consolidation of the Ordinary Shares;
(ii) a reduction of capital (of whatever nature, but excluding a cancellation of capital that is lost or not represented by available assets or a buyback or redemption of shares), or any other reduction in the number of Ordinary Shares in issue from time to time;
(iii) an issue of Ordinary Shares by way of dividend or distribution;
(iv) an issue of Ordinary Shares by way of capitalisation of profits or reserves (including share premium account and any capital redemption reserve); or
(v) a consolidation, amalgamation or merger of the Company with or into another entity (other than a consolidation, amalgamation or merger following which the Company is the surviving entity and which does not result in any reclassification of, or change in, the Ordinary Shares) (the "Adjustments"),
the Company shall adjust the Subscription Rights and/or the Exercise Price, conditional on any such event occurring, but with effect from the date of the relevant event or, if earlier, the record date for the event so that, after such Adjustment:
(i) the total number of outstanding unexercised Warrant Shares have the same proportion of voting rights and same entitlement to participate in the profits as if no such Adjustment had occurred; and
(ii) the aggregate price payable for all outstanding unexercised Warrant Shares shall equal the same aggregate price as would be payable for the number of outstanding unexercised Warrant Shares immediately before the occurrence of the event giving rise to the Adjustment.
Dividends
The Warrants do not confer any right to receive dividends.
Voting Rights
The Warrants do not confer voting rights save in certain circumstances in respect of the variation or abrogation of the terms of the Warrant Instrument or of all or any of the rights for the time being attached to the Warrants.
Information Rights
While any Subscription Rights remain exercisable, the Company shall send to the Warrantholders a copy of its annual report and accounts or any other document which is sent to the holders of Ordinary Shares
Ordinary Shares
Ordinary Shares of no par value in the capital of the Company.
The Ordinary Shares are admitted to trading on AIM and are listed on TISE. The ISIN of the Ordinary Shares is GG00BZ6VP173. Company announcements are released by RNS.
No shares will be issued at a fraction but if so required will be rounded down to the nearest whole share.
Ordinary Shares shall be fully paid, rank pari passu with fully paid shares of the same class and entitle the holder to receive Dividends.
The maximum number of Ordinary Shares that could be issued on the exercise of the Subscription Rights attaching to the Warrants is 1 million.
Form
The Ordinary Shares issued on exercise of Warrants will be issued in uncertificated form in CREST.
Transfer of Warrants
The Warrants shall be transferable by means of an instrument of transfer or a form approved by the Board which must be signed by the holder of the relevant Warrants.
The Warrants are transferable in CREST.
Transmission of Warrants
If a Warrantholder dies, the Company may only recognise:
(i) the survivor or survivors where he was a joint holder;
(ii) his personal representatives where he was a sole holder or the only survivor of joint holders,
as having any title to his Warrants.
Any person becoming entitled to a Warrant in consequence of the death or bankruptcy of a Warrantholder or otherwise than by transfer who produces such evidence of entitlement to Warrants as the Board may require may either choose to become the holder of that Warrant or to have it transferred to another person capable of receiving a transfer of Warrants
Winding Up of the Company
Upon an effective resolution for the winding up of the Company being passed the Subscription Rights and the Warrants shall expire. Notwithstanding such expiration, each Warrantholder with unexercised Subscription Rights shall be treated as if it had, immediately before the passing of the resolution, fully exercised such outstanding Subscription Rights and shall be entitled to receive out of the assets available in the liquidation pari passu with the holders of the Ordinary Shares such sum as it would have received had it been the holder of such Ordinary Shares. The sum entitled shall include a deduction of an amount equal to the sum which would have been payable on exercise of the Warrants.
DEFINITIONS
The following definitions apply throughout the information and terms of the Convertible Preference Shares and Warrants contained in this appendix, unless the context otherwise requires:
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"Admission" |
admission of the Convertible Preference Shares to listing on the Official List of TISE; |
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"AIM" |
the AIM market of the London Stock Exchange; |
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"Articles" |
the articles of incorporation of the Issuer; |
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"Auditors" |
the auditors for the time being of the Group; |
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"Authority" |
the International Stock Exchange Authority Limited; |
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"Issuer Board" |
the Issuer Directors; |
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"Issuer Directors" |
the directors of the Issuer as at the date of this document and "Issuer Director" means any one of them; |
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"Book Value" |
the net asset value of the Parent (including its subsidiaries) determined in accordance with the accounting principles adopted by the Parent from time to time; |
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"Book Value per Ordinary Share" |
the Book Value divided by the total number of Ordinary Shares in issue (excluding any Ordinary Shares held in treasury); |
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"Book Value Reference Date" |
the last calendar day of each month; |
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"certificated" or "in certificated form" |
not in uncertified form (that is not in CREST); |
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"Companies Law" |
the Companies (Guernsey) Law, 2008, as amended, in force at the date of the Listing Documents; |
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"Conversion" |
the exchange of Convertible Preference Shares for Ordinary Shares at the Conversion Rate; |
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"Conversion Date" |
has the meaning set out in the CPS Listing Document; |
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"Convertible Preference Shares" |
cumulative convertible non-voting 6 per cent. preference shares of US$10 each in the capital of the Parent carrying the rights and subject to the obligations that are summarised in the CPS Listing Document, including the right to convert to Ordinary Shares; |
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"Convertible Preference Share Book Value" |
has the meaning set out in the CPS Listing Document; |
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"Corporate Services Agreement" |
the corporate services agreement dated 10 August 2016 between the Parent and the Corporate Services Provider, details of which are set out in the CPS Listing Document; |
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"Corporate Services Provider" |
Active Services (Guernsey) Limited; |
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"CPS Listing Document" |
Listing document relating to the Convertible Preference Shares; |
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"CPS Participating Rate" |
has the meaning set out in the CPS Listing Document; |
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"CREST" |
the relevant system (as defined in the CREST Regulations) for the paperless settlement of share transfers and the holding of shares in uncertificated form which is administered by Euroclear; |
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"CREST Guernsey Regulations" |
the Uncertificated Securities (Guernsey) Regulations 2009 (as amended from time to time); |
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"CREST Regulations" |
the Uncertificated Securities Regulations 2001 (SI 2001 No. 3755) (as amended from time to time); |
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"CULS" |
3.5 per cent. convertible unsecured loan stock 2024 of the Parent, with the rights described in the admission particulars published by the Parent on 15 August 2017; |
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"Directors" |
as the context requires, the Issuer Directors and the Parent Directors; |
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"ERISA" |
the US Employment Retirement Income Security Act of 1974, as amended; |
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"ERISA Plan Investors" |
a plan investor as defined by ERISA; |
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"EU" or "European Union" |
the European Union first established by the treaty made at Maastricht on 7 February 1992; |
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"Euroclear" |
Euroclear UK & Ireland Limited; |
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"Exercise Price" |
70.94 pence per Warrant, being an amount equal to the most recently announced Book Value per Ordinary Share on the date of issue of the Warrants; |
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"FATCA" |
the US Foreign Account Tax Compliance Act; |
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"FCA" |
the UK Financial Conduct Authority; |
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"FSMA" |
the Financial Services and Markets Act 2000, (as amended from time to time), including any regulations made pursuant thereto; |
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"Group" |
the Parent and its subsidiaries from time to time or, where the context requires, any one or more of them; |
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"Guernsey" |
the Island of Guernsey; |
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"IFRS" |
International Financial Reporting Standards, as adopted by the EU; |
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"Initial Book Value" |
the Book Value on the date of issue of the relevant Convertible Preference Shares; |
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"Issue" |
the issue by the Issuer of 268,000 Convertible Preference Shares as described in Part 3 of the CPS Listing Document; |
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"Issuer" |
means APQ Capital Services Limited; |
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"Listing Documents" |
the CPS Listing Document and Warrants Listing Document |
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"Listing Rules" |
the listing rules issued by TISE; |
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"London Stock Exchange" |
London Stock Exchange plc; |
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"Memorandum" |
the memorandum of incorporation of the Issuer as amended from time to time; |
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"N+1 Singer" |
Nplus1 Singer Advisory LLP; |
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"Orderly Market Deed"
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the deed dated 10 August 2016 between the Parent, N+1 Singer and Bart Turtelboom, details of which are set out in the Listing Documents; |
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"Ordinary Shares" |
ordinary shares of no par value in the Parent (and, for the avoidance of doubt, not ordinary shares in the Issuer); |
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"Parent" |
APQ Global Limited; |
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"Parent Articles" |
the articles of incorporation of the Parent; |
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"Parent Board" |
the Parent Directors; |
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"Parent Directors" |
the directors of the Parent as at the date of the Listing Documents and "Parent Director" means any one of them; |
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"Register" |
the register of members of the Issuer; |
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"Registrar" |
Link Registrars (Guernsey) Limited; |
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"Registrar Agreement" |
the registrar agreement between the Registrar and the Parent, details of which are set out in the Listing Documents; |
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"Regulation S" |
Regulation S promulgated under the Securities Act; |
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"Relationship Agreement"
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the agreement dated 10 August 2016 between the Parent, N+1 Singer, the Sponsor and Bart Turtelboom, details of which are set out in the Listing Documents; |
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"Restricted Jurisdiction" |
each of Australia, Canada, Japan and the United States; |
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"SEC" |
the US Securities and Exchange Commission; |
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"Securities Act" |
the US Securities Act of 1933, as amended; |
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"Shareholder" |
a holder of a Shares; |
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"Shares" |
shares in the capital of the Issuer and/or the Parent, as the context requires; |
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"Sponsor" |
Carey Commercial Limited; |
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"Sponsorship Agreement" |
the sponsorship agreement between the Sponsor and the Parent, details of which are set out in the Listing Documents; |
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''Takeover Code'' |
The City Code on Takeovers and Mergers; |
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"TISE" |
The International Stock Exchange; |
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"UK" or "United Kingdom" |
the United Kingdom of Great Britain and Northern Ireland; |
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"US Investment Company Act" |
the US Investment Company Act of 1940, as amended; |
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"uncertificated" or "in uncertificated form" |
recorded on a register of securities maintained by Euroclear in accordance with the CREST Regulations as being in uncertificated form in CREST and title to which, by virtue of the CREST Regulations, may be transferred by means of CREST; |
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"Undertaking Agreement" |
the agreement between the Issuer and the Parent dated 2 January 2020, details of which are set out in the Listing Documents; |
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"US Code" |
the US Internal Revenue Code of 1986, as amended; |
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"US Person" |
has the meaning ascribed to it under Regulation S; |
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"US" or "United States" |
the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia; |
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"Warrants" |
the warrants issued by the Parent pursuant to the Warrant Instrument, carrying the rights and subject to the obligations that are summarised in the Warrants Listing Document; |
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"Warrant Instrument" |
the warrant instrument of the Parent dated 2 January 2020 constituting the Warrants, details of which are set out in the Warrants Listing Document; |
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"Warrantholders" |
Holders of Warrants; and |
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"Warrants Listing Document" |
Listing document relating to the Warrants. |
- End -
Notes to Editors
APQ Global Limited
APQ Global (ticker: APQ LN) is an AIM- and TISE-listed company with interests across Asia, Latin America, Eastern Europe, the Middle East and Africa. The Company's objective is to steadily grow earnings to deliver attractive returns and capital growth to shareholders. This objective is achieved through a combination of revenue generating operating activities and investing in growing businesses across emerging markets. APQ Global run a well-diversified and liquid portfolio, take strategic stakes in selected businesses and plan to take operational control of companies through the acquisition of minority and majority stakes in companies with a focus on emerging markets.
For more information, please visit www.apqglobal.com
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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