AAC Clyde Space has entered into a share sale and purchase agreement, whereby AAC Clyde Space acquires 100 percent of the outstanding shares in Spacemetric AB ("Spacemetric") for a consideration amounting to approximately MSEK 16 and possible earn-outs based on certain milestones of up to a total of approximately MSEK 9 (the "Transaction"). Closing of the Transaction is subject to inter alia approval under the Swedish Protective Security Act.
Summary of the Transaction
The Transaction expands AAC Clyde Space's range of services within Space Data as a Service ("SDaaS") and Missions, bringing in-house key capabilities for Earth Observation image processing for analytics and AI and will be a part of the xSPANCION enabled Cyclops constellation at AAC Clyde Space.
The total consideration amounts to a maximum of approximately MSEK 25, out of which approximately MSEK 16 shall be paid in connection with closing of the Transaction, which in turn shall divided into approximately MSEK 8 in cash consideration and approximately MSEK 8 in shares in AAC Clyde Space. The earn-out shall amount to approximately MSEK 9 and shall be paid based on the achievement of certain earn-out milestones. The earn-out shall be divided between approximately MSEK 4 in cash consideration and approximately MSEK 5 in warrants which entitles to subscribe for shares in AAC Clyde Space, provided that the earn-out milestones are achieved. The purchase price is subject to a post-closing adjustment, pursuant to which the cash consideration shall be adjusted. Such adjustment shall be based on the difference between the normalized working capital and the final net working capital.
The consideration shares shall be subject to lock-up undertakings for a period ranging from 360-810 days following the first day of trading of the shares and the earn-out shares, which can be subscribed for by exercising the warrants, shall be subject to lock-up undertakings for a period of 360 days following the first day of trading of such shares.
Luis Gomes, AAC Clyde Space CEO commented the Transaction: "The acquisition of Spacemetric is an exciting milestone and a key step in the growth of AAC Clyde Space's SDaaS business. It will bring to the group an advanced capability to process and catalogue Earth Observation data, making it ready for analytics algorithms and AI information extraction. As our xSPANCION enabled Cyclops constellation becomes a reality, generating vast amounts of data every day, Spacemetric's capabilities will allow us to deliver better data and more valuable analytics products to our customers, faster. Furthermore, Spacemetric's software solutions, which can run stand alone, in the cloud or on board satellites, offer an unparalleled flexibility to our Earth Observation Mission customers, who can now get a full solution for their earth imaging data needs when procuring data or a satellite from AAC Clyde Space. We are very pleased to welcome the Spacemetric team and we look forward to our joint work to expand our market."