Airline Invest SA entered into a non-binding heads of agreement to acquire Ridgecrest plc for approximately £100 million In a Reverse merger transaction.

Airline Invest SA entered into a non-binding heads of agreement to acquire Ridgecrest plc (AIM:RDGC) for approximately £100 million In a Reverse merger transaction on July 6, 2021. Under the terms, Ridgecrest will issue 9.02 billion shares comprising 95% of current company's outstanding shares. As at July 1, 2021, the Ridgecrest's cash position (net of current liabilities) was approximately £1.9 million.

Upon completion, Ridgecrest's name would be changed to Blue Air Group plc. Transaction is subject to commencement and satisfactory completion of all necessary due diligence; completion of a fundraising shortly proposed to be undertaken by Blue Air; exchange and completion of the SPA; approval by Ridgecrest's shareholders, at a general meeting to be convened in due course (the "General Meeting"), of the Proposed Transaction; the raising of an appropriate amount of new equity funds for the enlarged group (the "Placing"); the obtaining of a Rule 9 waiver by the UK Takeover Panel in respect of the proposed issue of new shares to Cristian Rada and his brother; and readmission of the enlarged share capital of the Company to trading on AIM. Nick Naylor and Liz Kirchner of Allenby Capital Limited acted as Nominated Adviser and Joint Broker for Ridgecrest.

Eric Kohn TD VR of Barons Capital Partners Limited acted as advisor for Airline.