ThinkSmart Limited Further re:Proposed sale of shareholding (3397W)
21 Dicembre 2021 - 10:11AM
UK Regulatory
TIDMTSL
RNS Number : 3397W
ThinkSmart Limited
21 December 2021
21 December 2021
ThinkSmart Limited
("ThinkSmart" or the "Company" which together with its
subsidiaries is the "Group")
Clearpay UK ESOP and Consideration Shares
Further to the announcement yesterday regarding the proposed
sale of shareholding in Clearpay to Afterpay, and following
discussions with investors, ThinkSmart wishes to clarify that the
1,650,000 Afterpay shares ("Consideration Shares") it will receive
in consideration for the sale of its Clearpay holding will not be
reduced to satisfy any options under the ESOP for Clearpay
employees and as part of the agreement that has been reached with
Afterpay the provisions that applied under the Clearpay SPA dated
22 August 2018 with regard to sharing up to 35 per cent. of any
proceeds for the sale of the Clearpay shares with the ESOP have
fallen away and ThinkSmart has no obligations to share any of the
Consideration Shares under the ESOP. The effect of this, in value
terms, is that the 1,650,000 Afterpay shares relate to ThinkSmart's
previous net 6.5% holding (which was after sharing sale proceeds
with the ESOP) and not its gross 10% holding.
As detailed in paragraph 9 of the Additional Information section
3 (Background to and reasons for Disposal) in yesterday's
announcement, any options granted under the ESOP for Clearpay
shares will be satisfied by the issue and allotment of new shares
in the capital of Afterpay by Afterpay and will not impact the
Consideration Shares.
Ned Montarello, Executive Chairman of ThinkSmart, reaffirmed "We
believe this outcome provides our shareholders with an opportunity
to continue the exciting Afterpay journey now directly with Block
and we as a Board see continued long term value accretion with this
outcome."
Defined terms have the same meaning as per the announcement
dated 20 December 2021.
For further information please contact:
ThinkSmart Limited Via Buchanan
Ned Montarello
Canaccord Genuity Ltd (Nominated Adviser
and Broker)
Sunil Duggal
Andrew Potts
Tom Diehl +44 (0)20 7523 8350
Buchanan
Giles Stewart
Chris Lane
Toto Berger +44 20 7466 5000
Notes to Editors
About ThinkSmart Limited
ThinkSmart is a specialist digital payments platform business.
It offers investors unique exposure to the UK 'Buy Now Pay Later'
payments sector undergoing exponential growth, driven by ongoing
digital transformation of consumer shopping habits and financial
services.
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END
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