REG - Starcrest Education - Advance Agreement and Proposed Acquisition

Starcrest Education The Belt & RoadAnnouncement

23/03/2022 08:00

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RNS Number : 7272F  Starcrest Education Limited  23 March 2022

Prior to publication, the information contained within this announcement was
deemed by the Company to constitute inside information for the purposes of
Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310.
With the publication of this announcement, this information is now considered
to be in the public domain.

 

23 March 2022

 

Starcrest Education Limited

("Starcrest" or the "Company" or the "Group")

 

Advance Agreement with Fairview International School (UK) Limited, Proposed
Acquisition of Fairview IB World Schools and Suspension of Listing

 

Starcrest Education Limited (LSE: OBOR), the international developer and
operator of education services in Europe, is pleased to announce that it has
signed an agreement with Fairview International School (UK) Limited ("FIS UK")
for an advance of up to £1 million (together the "Advance Agreement").

 

The Advance is at an interest rate of 8 per cent. per annum with repayment
upon successful completion of the fundraising of the Proposed Acquisition or
12 months from the date of the Advance Agreement, whichever is earlier. As
part of the terms of the Advance Agreement, Starcrest will appoint two
independent directors and Fairview has the option to acquire up to 75 per
cent. of Starcrest's shares.

 

In addition to the advance of up to £1 million, as part of the terms of the
Advance Agreement, Starcrest and Fairview have also agreed to acquire an
interest in several Fairview IB World Schools (together the "Proposed
Acquisition") subject to negotiation on the specific details. Fairview is the
largest network of IB World Schools with 5 campuses across Malaysia and
Scotland being the latest addition to the network. Fairview has been in
education for over 4 decades. Fairview was recognised as among the Top 1%
Global IB Schools for excellence in its academic achievement for the last 2
years.

 

At the time of this announcement, the Proposed Acquisition is subject to,
amongst other things, legal and financial due diligence, therefore Starcrest
is unable to provide further information at this stage about the terms of the
Proposed Acquisition. If the Proposed Acquisition is successful, it may amount
to a reverse takeover under the Listing Rules.

 

Suspension

 

Since Starcrest is currently unable to provide detailed information on the
Proposed Acquisition, it has requested the Financial Conduct Authority (the
"FCA") to suspend its listing with immediate effect. Listing of Starcrest's
ordinary shares will remain suspended until such time as Starcrest either
publishes a prospectus relating to the Proposed Acquisition or successfully
submits a restoration request for approval by the FCA.

 

Further updates will be provided in due course, as necessary.

 

- Ends -

 

Enquiries:

 

 Starcrest Education

 John McLean OBE, Non-Executive Chairman                 +44 (0) 7768 031454

 Allenby Capital Limited (Financial Adviser and Broker)

 John Depasquale                                         +44 (0) 20 3328 5657

 Vivek Bhardwaj

 Yellow Jersey PR (Financial PR)

 Sarah Hollins                                           +44 (0) 20 3004 9512

 Henry Wilkinson

 

 

Notes to editors:

Starcrest is an international developer and operator of education services in
Europe. The Company was established to seek acquisition opportunities in the
international education sector and to provide premier education services and
products in the UK and to countries in Europe.

 

Starcrest listed on the Main Market of the London Stock Exchange on 31 January
2019 under the ticker symbol (LSE: OBOR). Further information can be found on
the Company's website at https://www.starcresteducation.com
(https://www.starcresteducation.com) .

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