ThinkSmart Limited Square, Inc plans to acquire Afterpay (2371H)
August 02 2021 - 4:49AM
UK Regulatory
TIDMTSL
RNS Number : 2371H
ThinkSmart Limited
02 August 2021
2 August 2021
ThinkSmart Limited
("ThinkSmart" or the "Company" which together with its
subsidiaries is the "Group")
Square, Inc plans to acquire Afterpay
ThinkSmart (AIM: TSL) notes the announcement by Square, Inc
regarding an all share deal to acquire Afterpay which values
Afterpay at AU$39 billion, recommended by the Afterpay board.
Under the terms of the agreement that ThinkSmart has with
Afterpay, relating to the sale of the Group's remaining holding in
Clearpay Finance Limited ("Clearpay UK"), a change of control of
Afterpay gives Afterpay the right to exercise its call option to
purchase the remaining shares in Clearpay from ThinkSmart at any
time following said change of control. The acquisition of Afterpay
by Square, Inc is expected to complete Q1 calendar 2022.
In addition, if the shares of Afterpay are no longer quoted on a
recognised stock exchange at the time of the exercise then Afterpay
may only elect to pay the exercise price in cash.
The exercise price for the call option will be determined by the
same pre-agreed valuation principles whether or not the option is
exercised early. ThinkSmart's 10% holding in Clearpay UK was last
valued at GBP106.6m on 31 December 2020.
The Board of ThinkSmart will review the detailed terms of the
announcement to assess if there is any other impact on ThinkSmart
and will update shareholders in due course if required.
ThinkSmart also notes the FY21 Trading Update released today by
Afterpay and is pleased to see the significant and continued growth
of Clearpay UK which now represents 13% of Afterpay's Active
Customers at 30 June 2021. ThinkSmart is also pleased to note that
the Afterpay in-store card roll out will commence in the UK during
Q2 FY22.
Commenting on these announcements, Ned Montarello, Executive
Chairman of ThinkSmart, said:
"The combination of Afterpay and Square is exciting with
complementary service offerings and customer bases. For
ThinkSmart's shareholders, we believe this translates to a very
positive and material impact on Clearpay UK, which we retain a 10%
shareholding in. That growth of Clearpay UK, which it is clear
today is continuing unabated, has been phenomenal adding 2.1m
customers in the first 2 years of trading. We are now more excited
than ever about its prospects and how this deal should provide
further upside for ThinkSmart's shareholders."
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.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the company's obligations under Article 17 of MAR.
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END
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August 02, 2021 04:49 ET (08:49 GMT)
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