Coutts & Co loan
What to know
The Coutts & Co loan refers to a loan taken by Cloud Imperium UK Ltd. Key sections include Put option.
The Coutts & Co loan refers to a loan taken by Cloud Imperium UK Ltd.
CIG UK incurs a significant part of its expenditures in GBP while the collections are mostly in USD and EUR.
Foundry 42 is entitled to a Government Game tax credit rebate which is earned every month on the Squadron 42 development. These rebates are payable by the UK Government in the fall of the next following year when CIG file their tax returns.
Given the low interest rates at the time versus the then ongoing and uncertain currency fluctuations due to Brexit, to avoid converting unnecessarily other currencies into GBP, Foundry 42 and its parent company Cloud Imperium Games UK Ltd. took a regular advance against the tax rebate from the Coutts & Co. bank.
Put option
Coutts & Co hold 1,877,400 shares of CIG UK, out of 11,715,800 issued as of December 2022. The put option is the option for the investors, but not the obligation, to sell back to CIG a specified amount of the shares received during the investment at a minimum premium of 6% per year on the initial purchase price, within a specified time frame. For 1,599,000 of those shares, there is also a value formula based upon the three years average revenue leadup up to the start of the exercise period.
Coutts waived their rights for the part of the shares applicable in 2024, while the remainer becomes applicable in 2025.
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