REG - ACG Acquisition Co. - IPO on the London Stock Exchange

ACG MetalsAnnouncement

07/10/2022 08:15

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RNS Number : 0957C  ACG Acquisition Company Limited  07 October 2022

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APPLICABLE SECURITIES LAWS. PLEASE SEE THE SECTION ENTITLED "IMPORTANT
INFORMATION" TOWARDS THE END OF THIS ANNOUNCEMENT.

 

October 7, 2022

ACG Acquisition Company Limited

Initial Public Offering on the London Stock Exchange

ACG Acquisition Company Limited (the "Company" or "ACG"), a special purpose
acquisition company ("SPAC") aiming to benefit from favourable price
conditions for new economy metals and other mining materials, is pleased to
announce the results of its initial public offering and standard listing on
the London Stock Exchange's Main Market ("Offering").

The Company will raise $125 million through the offering of 12,500,000 Class A
Ordinary Shares of no par value (together with ½ of a redeemable Warrant per
Class A Ordinary Share) at a price of $10.00 per Class A Ordinary Share.

Conditional dealing in the Class A Ordinary Shares is expected to commence at
8.00 a.m. on 7 October 2022 under ticker symbol "ACG". It is expected that
unconditional dealings in the Class A Ordinary Shares and Warrants will
commence on the completion of the Offering and the admission of the Class A
Ordinary Shares and Warrants to trading ("Admission") at 8.00 a.m. on 12
October 2022. Dealings in the Warrants will be under ticker symbol "ACGW".

Citigroup Global Markets Limited ("Citigroup") is acting as the Sole Global
Coordinator and Bookrunner in connection with the Offering.

For further information please contact:

Citigroup
+44 20 7986 4000

Sole Global Coordinator and Bookrunner

 

Palatine
acg@palatine-media.com

Communications Advisor

Conal Walsh / Andreas Grueter / Richard Seed / Kelsey Traynor

 

About the Company

ACG Acquisition Company is a SPAC looking to benefit from favourable price
conditions for new economy metals and other mining materials.

The Company's co-sponsors are (1) ACG Mining Limited, a BVI business firm
whose main shareholder is Artem Volynets, (2) De Heerd Investments Limited, a
Hong Kong-based asset manager with an extensive track-record of global
investments and (3) a trading entity managed by Argentem Creek Partners LP, an
emerging markets specialist firm investing in special situations, private
credit, high yield, and trade finance.

The Company aims to optimise its expertise in global mining by combining with
a mining company that produces materials characterised by supply constraints
and rising long-term demand. The combined entity will capitalise on the need
for resource security and geographic supply diversification, as well as the
global energy transition.

ACG's team has extensive M&A experience built through decades spent at
blue-chip multinationals in the sector. The team brings a significant network,
including access to many mining companies as well as a commitment to ESG
principles and strong corporate governance.

www.acgcorp.co (http://www.acgcorp.co)

***IMPORTANT NOTICE***

This communication is not a prospectus but an advertisement for purposes of
the Prospectus Regulation Rules of the Financial Conduct Authority. Investors
should not subscribe for any transferable securities referred to in the
advertisement, except on the basis of information in the Prospectus; when
approved and published, this will be available on www.acgcorp.co.

This announcement is not for publication or distribution, directly or
indirectly, in or into Australia, Canada, Japan or the United States or any
other jurisdiction where to do so would constitute a violation of the relevant
laws of such jurisdiction. The distribution of this announcement may be
restricted by law in certain jurisdictions and persons into whose possession
any document or other information referred to herein comes should inform
themselves about and observe any such restriction. Any failure to comply with
these restrictions may constitute a violation of the securities laws of any
such jurisdiction.

These materials are not an offer for sale of securities in the United States.
The securities referred to herein have not been and will not be registered
under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or
with any securities regulatory authority of any state or other jurisdiction of
the United States, and may not be offered, sold, resold, pledged, delivered,
assigned or otherwise transferred, directly or indirectly, within the United
States except pursuant to an effective registration statement under the
Securities Act or an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act, in each case in accordance
with any applicable securities laws of any state of the United States. There
has been and will be no public offering of the securities in the United
States.

This announcement does not constitute an offer of securities to the public in
any member state of the European Economic Area (the "EEA") (each a "Member
State"), no action has been undertaken or will be undertaken to make an offer
to the public of Securities requiring publication of a prospectus in any
Member State. This announcement is only addressed to and is only directed at
persons in Member States who are "qualified investors" ("Qualified Investors")
within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (such
Regulation, together with any applicable implementing measures in the relevant
home Member State under such Regulation, the "Prospectus Regulation"). This
announcement and the information contained herein must not be acted on or
relied upon in any Member State by persons who are not Qualified Investors.
Any investment or investment activity to which this announcement relates is
only available to, and any invitation, offer or agreement to purchase,
subscribe or otherwise acquire the same will be engaged in only with,
Qualified Investors. For the purpose of this paragraph, the expression "offer
of securities to the public" means the communication in any form and by any
means of sufficient information on the terms of the offer and the Securities
to be offered so as to enable the investor to decide to purchase or subscribe
for the Securities and the expression "Prospectus Regulation" means Regulation
(EU) 2017/1129 and includes any amendments and relevant delegated regulations
thereto.

In the United Kingdom, this announcement is only addressed to and directed at
persons in the United Kingdom who are "qualified investors" within the meaning
of Article 2(e) of Regulation (EU) 2017/1129, as amended, as it forms part of
retained EU law by virtue of the European Union (Withdrawal) Act 2018 (the
"U.K. Prospectus Regulation"). In addition, this announcement is being
distributed to, and is only directed at, qualified investors (i) who have
professional experience in matters relating to investments falling within the
definition of "investment professionals" in Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended
(the "FPO"), (ii) who fall within Article 49(2)(a) to (d) of the FPO or (iii)
to whom it may otherwise lawfully be communicated (all such persons, together
with "qualified investors" within the meaning of Article 2(e) of the U.K.
Prospectus Regulation, being referred to as "Relevant Persons"). This
announcement and the information contained herein must not be acted on or
relied upon in the United Kingdom, by persons who are not Relevant Persons.
Any investment or investment activity to which this announcement relates is
available only to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire the same will be engaged in only with, Relevant
Persons.

Securities of the Company have not been and will not be registered under the
applicable securities laws of Australia, Canada or Japan and, subject to
certain exceptions, may not be offered or sold within Australia, Canada or
Japan except under circumstances which will result in the full compliance with
the applicable laws and regulations promulgated by the relevant regulatory
authorities in effect at the relevant time.

The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may be placed by any
person for any purpose on the information contained in this announcement or
its accuracy, fairness or completeness. Each of the Company and Citigroup
Global Markets Limited and their respective affiliates expressly disclaims any
obligation or undertaking to update, review or revise any forward-looking
statement contained in this announcement whether as a result of new
information, future developments or otherwise.

Any subscription or purchase of securities in connection with the Offering
should be made solely on the basis of information contained in the prospectus
prepared by the Company in connection with the Offering. The information in
this announcement is subject to change. Before subscribing for or purchasing
any securities, persons viewing this announcement should ensure that they
fully understand and accept the risks which will be set out in the
aforementioned prospectus if published. No reliance may be placed for any
purpose on the information contained in this announcement or its accuracy or
completeness. This announcement shall not form the basis of or constitute any
offer or invitation to sell or issue, or any solicitation of any offer to
purchase or subscribe for any securities nor shall it (or any part of it) or
the fact of its distribution, form the basis of, or be relied on in connection
with, any contract therefor. You should not base any financial decision on
this announcement. Acquiring investments to which this announcement relates
may expose an investor to a significant risk of losing all of the amount
invested.

None of Citigroup Global Markets Limited or any of its respective affiliates
or any of its or its affiliates' directors, officers, employees, advisers or
agents accepts any responsibility or liability whatsoever for/or makes any
representation or warranty, express or implied, as to the truth, accuracy or
completeness of the information in this announcement (or whether any
information has been omitted from the announcement) or any other information
relating to the Company. Citigroup Global Markets Limited is acting
exclusively for the Company and no one else in connection with the Offering
and will not regard any other person as its client in relation to the Offering
and will not be responsible to anyone other than the Company for providing the
protections afforded to their respective clients, nor for providing advice in
relation to the Offering, the contents of this announcement or any
transaction, arrangement or other matter referred to herein.

Citigroup Global Markets Limited is authorised by the Prudential Regulation
Authority ("PRA") and regulated in the UK by the Financial Conduct Authority
("FCA") and the PRA.

Forward-looking statements

Some of the information in these materials may contain projections or other
forward-looking statements regarding future events or the future financial
performance of the Group. You can identify forward looking statements by terms
such as "expect", "believe", "anticipate", "estimate", "intend", "will",
"could", "may" or "might" the negative of such terms or other similar
expressions. The Group wishes to caution you that these statements are only
predictions and that actual events or results may and often do differ
materially. The Group does not intend to update these statements to reflect
events and circumstances occurring after the date hereof or to reflect the
occurrence of unanticipated events. Any forward-looking statements reflect the
Company's current view with respect to future events and many factors could
cause the actual results to differ materially from those contained in
projections or forward-looking statements of the Group, including, among
others, general economic conditions, the competitive environment, rapid
technological and market change in the industries the Group operates in, as
well as many other risks specifically related to the Group and its operations.
Forward-looking statements speak only as of the date they are made.

 

 

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