LONDON: Fragrant Prosperity Holdings Limited has signed a letter of intent in relation to the potential acquisition of CiiTECH Ltd, a leading cannabis wellness company based in the UK and Israel.
Under the LOI, FPP has conditionally agreed to acquire CiiTECH for a consideration of £17.5 million to be satisfied by the issue of Ordinary Shares in the capital of FPP at a price of 5.25 pence per Ordinary Share. The LOI is non-binding save principally for provisions relating to a 120 day exclusivity period and confidentiality.
The Intended Acquisition, if it proceeds, will constitute a Reverse Takeover under the Listing Rules as the value of the consideration will exceed the Company’s market capitalisation and it will result in a fundamental change in the business of FPP as it will own an operating business.
Accordingly, Fragrant Prosperity Holdings (FPP) has requested the suspension of the listing in the company’s ordinary shares on the Standard Segment of the Official List, and trading on the London Stock Exchange’s Main Market has been suspended with effect from 7.30 am on the 24th May 2021, pending the publication of a prospectus and the application by the Company as enlarged by the intended acquisition to have its enlarged share capital listed on the Standard Segment of the Official List and admitted to trading on the London Stock Exchange’s Main Market.