Acquisition Update

Equals Group PLC

21 December 2023

 

For immediate release

21 December 2023

Equals Group plc

('Equals', the 'Group' or the 'Company')

Acquisition Update

Equals Group plc (AIM:EQLS), the fintech payments group focused on the Enterprise and SME marketplace, is pleased to announce an update further to the completion of the acquisition Oonex SA ('Oonex') as announced on 5 July 2023 (the 'Acquisition').

Oonex deferred consideration

As stated in the announcement on 27 March 2023, the Acquisition consideration was to be satisfied by the initial issue of 3,938,294 Ordinary Shares of 1p each in Equals ('Ordinary Shares') (which have already been issued) and further tranches of up to 61,706 Ordinary Shares (subject to conditions) ('BDR Shares') and up to 1,000,000 Ordinary Shares (subject to conditions) ('Deferred Consideration Shares'). The conditions for the further tranche of 1,000,000 Ordinary Shares have now been met and accordingly 1,000,000 Deferred Consideration Shares have now been allotted and issued conditional on Admission (as defined below). All Ordinary Shares issued as consideration for the Acquisition are subject to a lock-in agreement for two years from Completion.

The terms of the Acquisition provide for the issue and allotment of the BDR Shares dependent on recovery of outstanding receivables by Oonex on or before 31 December 2023. Those outstanding receivables have not been recovered and are not expected to be recovered by 31 December 2023, in which case the BDR Shares will not be issued and the obligation to issue them will lapse.

Admission to AIM

Application has been made for the Deferred Consideration Shares to be admitted to trading on AIM ('Admission'). Admission is expected to occur at 8:00am on 4 January 2024.

Following Admission, the Company will have 187,627,898 ordinary shares of 1 pence each in issue admitted to trading on AIM.  The Company holds no shares in Treasury.  Accordingly, the above figure will be used as the denominator for the calculations by which shareholders will determine if they are required to notify their interest in, or change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Definitions contained herein have the same meaning as those used in the Acquisition announcement dated 27 March 2023.

Following Admission, the Company will make an updated disclosure in accordance with Rule 2.9 of the Takeover Code (the 'Code') reflecting the issue of the Deferred Consideration Shares.

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For more information, please contact:

Equals Group plc
Ian Strafford-Taylor, CEO Richard Cooper, CFO	Tel: [phone] www.equalsplc.com
Canaccord Genuity (Nominated Adviser & Sole Broker)
Max Hartley / Harry Rees	Tel: [phone]
Buchanan (Financial Communications)
Henry Harrison-Topham / Steph Whitmore / Toto Berger [e-mail]	Tel: [phone] www.buchanan.uk.com

Notes to Editors:

Equals Group plc is a technology-led international payments group augmented by highly personalised service for the payment needs of SME's whether these be FX, card payments or via Faster Payments. Founded in 2007, the Group listed on AIM in 2014. For more information, please visit www.equalsplc.com.

 

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