REG - Primorus Investments - WeShop Investment Update

Primorus InvestmentsAnnouncement

17/11/2021 15:15

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RNS Number : 7197S  Primorus Investments PLC  17 November 2021

Primorus Investments plc

 

("Primorus" or the "Company")

 

WeShop Investment Update

 

Primorus Investments plc (AIM: PRIM) notes the announcement made today by
Boanerges Limited ("Boanerges"), a special purpose acquisition company, that
it has acquired the business, assets and name of WeShop Limited ("WeShop"), an
investee company of Primorus, for a total consideration of 33,333,333 new
ordinary shares in Boanerges.  The Boanerges announcement can be viewed in
full here: GM Result, WeShop Completion, Trading on JP Jenkins - 12:00:00 17
Nov 2021 - News article | London Stock Exchange
(https://www.londonstockexchange.com/news-article/market-news/gm-result-weshop-completion-trading-on-jp-jenkins/15215845)
.

 

The Boanerges shares received by WeShop as consideration for the transaction
will be subject to an 18 month lock in agreement (subject to permitted selling
to cover taxation liabilities) preventing WeShop from selling any shares they
receive from Boanerges during this period.

 

Boanerges will be withdrawing from the AQSE Growth Market on 18 November 2021
and is seeking admission to JP Jenkins, a matched bargain facility.
Therefore, it is anticipated that the Boanerges shares received by WeShop
will, once the lock in period expires, be tradeable via JP Jenkins.

 

 

The shareholders of WeShop have provided their approval for the transaction to
proceed, which was then contingent upon the approval of the Boanerges
shareholders.

 

Boanerges' shareholders, at a general meeting held earlier today, voted to
approve the transaction.

 

Primorus holds 150,119 ordinary shares in WeShop representing approximately
3.1% of its current issued share capital.

 

WeShop has advised its shareholders that, under the terms of certain
outstanding loan instruments, warrants and options including a convertible
loan of £9 million issued in August 2020, its issued share capital is subject
to dilution as follows:

 

 Scenario  Description                                                                    Total Number of WeShop shares in issue
 One       Undiluted Share structure                                                      4,850,214
 Two       Following conversion of £9 million of convertible debt and accrued interest    9,590,804
 Three     Following conversion of £9 million of convertible debt and accrued interest,   12,403,952
           as above,  and the exercise of all other unexercised warrants and options

 

The Company will update its shareholders as and when further information is
available.

 

 

For further information please contact:

 

 Primorus Investments plc

 Matthew Beardmore, Chief Executive Officer   +44 (0)20 8154 7907

 Nominated Adviser

 Cairn Financial Advisers LLP                 +44 (0) 20 7213 0880

 Sandy Jamieson/James Caithie

 

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