ZUG, SWITZERLAND - EQS Newswire - 30 November 2021 - The Board of Directors (Verwaltungsrat) of SunMirror AG ("SunMirror"; Vienna Stock Exchange: ROR1; Frankfurt Stock Exchange: ROR; Düsseldorf Stock Exchange: ROR; ISIN CH0396131929) today received the subscription for 1,000,000 new bearer shares to be issued from authorized capital (genehmigtes Kapital). The new shares are to be issued at an issue price of EUR 70 per new share, thus resulting in gross proceeds to SunMirror of EUR 70,000,000. Sole subscriber to this capital increase is Mirador FZE ("Mirador"), a single-family office registered in Fujairah, United Arab Emirates.
The capital increase has been resolved to take place under exclusion of the statutory subscription rights of the existing shareholders for important reasons (financing of the company and of an intended strategic acquisition). The Board of Directors of SunMirror has only admitted certain large shareholders of SunMirror investors who were willing to contribute significant parts of the, or the entire investment amount sought to subscribe for the new shares. The issue of the new shares will take place following registration of the capital increase in the Swiss Commercial Register (Handelsregister) of the Canton of Zug, Switzerland.
Mirador has agreed with SunMirror that it is willing to offer in Q1 2022 to all shareholders who have purchased shares on the open market and are holding these shares on the day before Mirador's subscription in SunMirror and representing less than 4% of the total share capital in SunMirror, shares at the same terms in order to put such shareholders commercially essentially in a position as if they had been granted a pro rata subscription right. Details of this opportunity to be offered by Mirador FZE will be published once confirmed. SunMirror's share capital will therefore rise from previously CHF 2,000,000 to CHF 3,000,000, divided into the same number of no-par shares. The new shares are entitled to a share of the profits from 01 July 2021. They are subject to a lock-up agreement of more than 12 months.
The present capital increase is the already announced capital increase from 07 January 2021. The funds from the capital increase totalling EUR 70,000,000 are to be used in part to pay the consideration which will fall due on a successful bid to acquire the entire issued share capital of Latitude 66 Cobalt Limited announced on 26 August 2021. The documentation for the bid is currently being finalised and it is expected to be formally launched within the extended period for announcement of the bid provided for in the sale and purchase agreement between SunMirror AG, SunMirror Luxembourg S.A and Latitude 66 Cobalt Limited.
Arranger of this transaction was Opus Capital Switzerland AG, who acted as lead investment advisor in the successful capital increase.
The issuer is solely responsible for the content of this announcement.