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EQS-Ad-hoc: SunMirror AG / Key word(s): Miscellaneous CORRECTION OF PUBLICATION OF INSIDER INFORMATION ACCORDING TO ARTICLE 17 OF REGULATION (EU) 596/2014 (MARKET ABUSE REGULATION - MAR) MERGERS & ACQUISITIONS: TAKEOVER PROCEDURE OF LATITUDE 66 COBALT LIMITED WILL MORE LIKELY THAN NOT BE UNSUCCESSFULL INVESTOR HAS NOT PAYED AS AGREED / INDEPENDENT DIRECTORS OF LATITUDE 66 COBALT LIMITED CHANGE THEIR RECOMMENDATION FROM ACCEPT TO DECLINE /LATITUDE 66 COBALT LIMITED DIRECTORS WITHDREW THEIR ACCEPTANCE OF THE OFFER
Zug, Switzerland: 05.07.2022. On 05.07.2022, 09:35 (CEST), SunMirror AG published a German-language and English-language Ad-Hoc Publication on the unsuccessful termination of the takeover process of Latitude 66 Cobalt Limited (Lat66), which was sent via the EQS publication platform to both electronic distribution systems and European media.
The date of the Ad-hoc-Publication is 05.07.2022 and not, as outlined in the Ad-hoc-Publication-04.07.2022. In addition, the Ad-Hoc Publication is hereby corrected and replaced by the following:
SunMirror AG ("SunMirror"; Xetra; Vienna: ROR1; ISIN CH0396131929) announces that the previously pursued acquisition of Latitude 66 Cobalt Limited ("Lat66") will end on July 12, 2022.
To date, SunMirror has been unable to fulfil the condition of raising EUR 70 million in additional capital in the agreed and repeatedly extended timeframe as part of the takeover of Lat66. The investor who bindingly subscribed to the EUR 70 million authorized capital (see press release of 30.11.2021), only paid in a partial amount. Thus, the capital increase from the authorized capital had to be omitted to the extent to which the performance of the capital increase amount was omitted.
Furthermore, the Independent Directors of Lat66 have withdrawn their recommendation that Lat66 Shareholders accept SunMirror (Luxembourg) S.A.’s offer to acquire all of the shares in Lat66 (the “Offer”). The Independent Directors now recommend that Lat66 Shareholders reject the Offer and withdraw their acceptance.
Accordingly, the Lat66 Directors who have accepted the Offer have withdrawn their acceptance of the Offer in respect of Lat66 Shares they own or control. To date the acceptance rate is at 62.19%, thus, SunMirror now believes that it is more likely than not that the minimum acceptance condition (90% acceptance, by number, of all Lat66 shares) may not be fulfilled at the end of the offer period, being July 12, 2022 (“Offer Period”). If this condition is not fulfilled at the end of the Offer Period, all acceptances received would be void.
The - non-recoverable - costs for the acquisition of Lat66 total EUR 10.0 million, of which EUR 4.0 million have already been recognised and fully written off in the half-year financial statements as at 31.12.2021.
About SunMirror AG The SunMirror Group invests in strategic exploration projects with a focus on green battery metals such as cobalt, lithium and nickel, as well as iron ore and gold deposits in developed markets. The aim is to either mine metals itself or sell these projects to strategic buyers at a later stage. In doing so, SunMirror differentiates itself from other market participants through a mine-to-market sustainability approach across the entire value chain and thus becomes the originator of best practice in the mining sector.
The Company's shares (ISIN CH0396131929) are listed on the Vienna Stock Exchange (official trading, ticker: ROR1) and on the OTC markets of the Frankfurt Stock Exchange, the Düsseldorf and Berlin stock exchanges (ticker: ROR) and are also traded on and Xetra. Further information can be found at: www.sunmirror.com.
Contact Dr. Reuter Investor Relations Office Frankfurt Office Münster
05-Jul-2022 CET/CEST News transmitted by EQS Group AG. www.eqs.com |
| Language: | English |
| Company: | SunMirror AG |
| Steinhauserstrasse 74 | |
| 6300 Zug | |
| Switzerland | |
| E-mail: | info@sunmirror.ch |
| Internet: | https://www.sunmirror.ch |
| ISIN: | CH0396131929 |
| WKN: | A2JCKK |
| Listed: | Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt, Tradegate Exchange; Vienna Stock Exchange (Official Market) |
| EQS News ID: | 1391289 |
| End of Announcement | EQS News Service |
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1391289 05-Jul-2022 CET/CEST
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