Square, Inc plans to acquire Afterpay

2 August 2021

ThinkSmart Limited

 ("ThinkSmart" or the "Company" which together with its subsidiaries is the "Group")

Square, Inc plans to acquire Afterpay

ThinkSmart (AIM: TSL) notes the announcement by Square, Inc regarding an all share deal to acquire Afterpay which values Afterpay at AU$39 billion, recommended by the Afterpay board.

Under the terms of the agreement that ThinkSmart has with Afterpay, relating to the sale of the Group's remaining holding in Clearpay Finance Limited ("Clearpay UK"), a change of control of Afterpay gives Afterpay the right to exercise its call option to purchase the remaining shares in Clearpay from ThinkSmart at any time following said change of control. The acquisition of Afterpay by Square, Inc is expected to complete Q1 calendar 2022.

In addition, if the shares of Afterpay are no longer quoted on a recognised stock exchange at the time of the exercise then Afterpay may only elect to pay the exercise price in cash.

The exercise price for the call option will be determined by the same pre-agreed valuation principles whether or not the option is exercised early. ThinkSmart's 10% holding in Clearpay UK was last valued at £106.6m on 31 December 2020.

The Board of ThinkSmart will review the detailed terms of the announcement to assess if there is any other impact on ThinkSmart and will update shareholders in due course if required.

ThinkSmart also notes the FY21 Trading Update released today by Afterpay and is pleased to see the significant and continued growth of Clearpay UK which now represents 13% of Afterpay's Active Customers at 30 June 2021. ThinkSmart is also pleased to note that the Afterpay in-store card roll out will commence in the UK during Q2 FY22.

Commenting on these announcements, Ned Montarello, Executive Chairman of ThinkSmart, said:

"The combination of Afterpay and Square is exciting with complementary service offerings and customer bases. For ThinkSmart's shareholders, we believe this translates to a very positive and material impact on Clearpay UK, which we retain a 10% shareholding in. That growth of Clearpay UK, which it is clear today is continuing unabated, has been phenomenal adding 2.1m customers in the first 2 years of trading. We are now more excited than ever about its prospects and how this deal should provide further upside for ThinkSmart's shareholders."

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Notes to Editors

About ThinkSmart Limited

ThinkSmart is a specialist digital payments platform business. It offers investors unique exposure to the UK 'Buy Now Pay Later' payments sector undergoing exponential growth, driven by ongoing digital transformation of consumer shopping habits and financial services.

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the company's obligations under Article 17 of MAR.