ADVOKS GLOBAL · KENYA
The Capital Markets (Public Offers, Listings and Disclosures) Regulations, 2023
43. Authority may permit issuer to raise additional funds
Edition: 2023-12-15 · In force
43. Authority may permit issuer to raise additional funds
(1)The Authority may, before the completion of a business combination, permit the issuer to raise additional funds through the issue of securities where—(a)the issuance is made on a pro rata basis and in accordance with the requirements of this Part;(b)at least ninety per cent of the gross proceeds raised are placed in escrow; and(c)the proceeds raised are for the purpose of financing the business combination or related administrative expenses:Provided that the special purpose acquisition vehicle’s intention to raise additional funds shall be disclosed in the information memorandum at the time of listing or, if not disclosed, the special purpose acquisition vehicle obtains approval from the shareholders to raise additional funds.(2)The issuer shall not be permitted to obtain any form of debt financing other than those simultaneous with or after completion of its business combination:Provided that the—(a)funds in the escrow account shall not be used as collateral or subject to encumbrance for the debt financing; and(b)funds drawn down from the debt financing shall be applied towards the financing of the business combination or related expenses.(3)A credit facility may be entered into before the completion of a business combination and, if so entered into, shall be drawn down simultaneously with, or after completion of, a business combination.(4)For the purposes of this regulation, “debt financing” does not include short term trade or accounts payables in the ordinary course of business.