Results of Redemption Election

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 £10.44 per Public Share (comprising £10.00 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 £0.44 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 £10.44 per Public Share, the expected total redemption amount will be approximately £150.8 million. The balance of approximately £2.1 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 Soliman, Company Secretary	[e-mail]
FTI Consulting (Financial PR advisor to HPAC ) Charles Palmer Kit Dunford	[phone] [phone]

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 Deadline"	the deadline by which the Company must complete a Business Combination;
"Business Combination Extension"	the extension of the Initial Business 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 General Meeting"	the general meeting of the Company held on 28 February 2023 to approve the Business Combination Extension;
"Initial Business Combination Deadline "	28 February 2023;
"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;
"RedemptionRecord Time"	close of business (6:00 p.m.) on 28 February 2023;
"Shareholder" or "HPACShareholder"	a holder of Ordinary Shares, including 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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