As of September 14, 2021, Kape has successfully raised gross proceeds of approximately $354 million pursuant to the Placing and approximately $2.5 million pursuant to the Retail Offer. In addition to the Placing, new and existing retail investors will be offered the opportunity to participate on the PrimaryBid platform of additional new ordinary shares at the placing price (Retail Offer). In order to part fund the acquisition, Kape intends to raise gross proceeds of $354 million by means of an underwritten placing to institutional investors (Placing). The Vendors will become significant shareholders in Kape with approximately 14% of the enlarged group and will enter into graduated lock-up arrangements over a 24-month period post completion of the acquisition with an orderly market provision. The deferred consideration is not subject to performance or other conditions and its payment by Kape will be secured by way of a charge over the shares in Kape. The cash element of the Initial Consideration is subject to adjustment for net cash or debt in the two corporate service entities being acquired as part of the hybrid asset and share acquisition. Approximately 10.8 million of the consideration shares will be held in escrow for 24 months from completion of the acquisition to provide security for claims under the acquisition documents which are agreed or determined in favour of Kape.
#KAPE UKLISTED TEDDY SAGI EXPRESSVPN KAPE PLUS#
Under the agreement, Kape will acquire certain assets, liabilities and service entities together comprising the ExpressVPN business for a total consideration of $936 million, comprised of $354 million in cash, to be satisfied by a combination of $334 million payable on completion plus $20 million in cash within six months of completion paid from excess cash of the Buyer group new ordinary shares amounting to 47.8 million ordinary shares to be issued to the co-founders of ExpressVPN, Peter Burchhardt and Dan Pomerantz and their families (Vendors) and deferred cash consideration of $345 million to be paid in two instalments of $172.5 million each, on the first and second anniversaries of completion of the transaction. The acquisition is structured as a hybrid asset and share acquisition. from Access Global Limited, Peter Burchhardt and Dan Pomerantz and their family members and affiliated entities and its subsidiaries for approximately $930 million on September 13, 2021. Kape Technologies Plc (AIM:KAPE) entered into a sale and purchase agreement to acquire Express VPN International Ltd.
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