Carmaco Abandons Plans to list on the London Stock Exchange

Cargo at the port of Mombasa/ KPA 

NAIROBI, Kenya Jan 25- Comarco Group has ditched plans to list on the London Stock Exchange (LSE) through a reverse takeover of UK’s publicly-traded company Anglo African Agriculture.

This was after some shareholders of Comarco said they did not want to proceed with the transaction.

Initially, the port and marine logistics firm took a $1 million (Sh113.5 million) secured loan from AAA on November 12, 2018 for general working capital.

Both parties signed an agreement to merge and simultaneously raise capital of up to $21 million as a bigger and listed entity seven months later. 

The firms however failed to raise funds, through sale of shares to investors, by the first deadline of December 31, 2019 which led to the termination of their proposed partnership.

AAA, which is a smaller business compared to Comarco, says the collapsed deal has left it with considerable liabilities and threatens to sue its former business partner to recover some of the costs.

Comarco has repaid the loan that was provided by AAA, amounting to $1.5 million (Sh170 million) including accrued interest as part of their separation.

“The company is pleased to have received repayment of the loan, although it is considering taking legal action against the vendors of the Comarco Group to recover certain costs and expenses incurred by AAA. As a consequence of the failed Comarco transaction, the company incurred considerable liabilities, principally as a result of fees incurred with professional advisers,” the London-based firm said in a trading update.

The UK firm was betting on the merger to form a bigger business, with its collapse throwing it into a financial crisis.

AAA is now restructuring its debt, including obligations to lenders and providers of professional services relating to the failed transaction.

“The board is pleased to announce that it has reached a settlement with all of the creditors who provided services in connection with the failed Comarco transaction.This settlement has reduced our creditor position by about 50 percent and has left the group with a cash position of approximately £550,000 (Sh84.3 million),” AAA said.

Talks between AAA and Comarco revealed that the Mombasa port operator also owed substantial sums to Kenyan banks. Comarco had planned to restructure Sh3 billion of the loan facilities.

The marine logistics firm has a 16-acre facility in Mombasa that falls under the export processing zone (EPZ), allowing it to import equipment such as cranes and loaders duty-free besides receiving tax relief for repairs and maintenance of its vessels.

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Nasra Nanda

Nasra Nanda

Nasra Nanda is a Senior Associate in Dentons Hamilton Harrison and Matthews, a leading law firm in Kenya.

Gregor Pannike

Gregor Pannike

Gregor Pannike is the founder and managing director of Agema Analysts.

Liz Lenjo

Liz Lenjo

Liz Lenjo is the Founder and Managing Consultant of MyIP Legal Studio.

Angela Kioi

Angela Kioi

Angela Kioi is a legal compliance expert, negotiator and ADR practitioner.



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