Martin Aircraft Company Limited


Transaction Type: Company meeting (Allotment)

Allottee: KuangChi Science Limited

Independent Adviser(s): Simmons Corporate Finance (Rule 18)

Date of meeting: 12/02/2015


As part of a proposed capital raise, Martin Aircraft Company Limited (MAC) entered into a conditional investment agreement under which KuangChi Science Limited (KCS) (a Hong-Kong listed company) would be allotted shares in MAC (the Proposed Allotments).

As a result of the Proposed Allotments, KCS would potentially be the majority holder or controller of up to 57.21% of MAC. Prior to the Proposed Allotments, KCS held no shares in MAC. Accordingly, MAC was required to seek shareholder approval for the Proposed Allotments and the resulting increase to KCS’ voting control.

At a special meeting of shareholders on 12 February 2015, MAC shareholders approved the resolutions in respect of the Proposed Allotments.

Simmons Corporate Finance prepared a rule 18 independent adviser’s report on the merits of the Proposed Allotments to KCS.