AMALA FOODS PLC Terra Rara UK Ltd signed a term sheet to acquire Amala Foods Plc (LSE : DISH) in a reverse merger on February 17, 2022. Terra Rara UK Ltd entered into a sale and purchase agreement to acquire Amala Foods Plc in a reverse merger on May 23, 2022. Pursuant to the transaction, the agreed consideration for the transfer of the entire issued share capital of TRUK to Amala is to be paid wholly in ordinary shares in Amala that represent 55% of the enlarged issued share capital of the Amala on readmission.
In light of the proposed acquisition, Amala has entered into an agreement to dispose of its stake in the Philippine joint venture company, Amala Foods Inc ("AFI") to its local partner. It is anticipated that Amala will be renamed upon completion of the proposed acquisition and that Aidan Bishop Amala's founder will step down from the board at completion. Amala has decided to appoint one of the founders of TRUK, Gerard Kisbey-Green, to the board of directors with immediate effect.
The term sheet is subject to an exclusive due diligence period of thirty days, the execution of a share purchase agreement and approval of the FCA. The proposed acquisition is conditional upon Amala publishing a prospectus, successfully re-applying for admission to the official list of its ordinary shares ("Readmission"), the raising of an appropriate amount of new equity funds and the passing of necessary resolutions to approve the proposed acquisition by the shareholders of Amala at a duly convened general meeting.
