6
January 2025
Atalaya Mining
Plc.
("Atalaya" or "the Company")
Re-domiciliation Completion
Timing
Atalaya Mining Plc (LSE: ATYM) is
pleased to announce an update in relation to its planned
re-domiciliation from the Republic of Cyprus to the Kingdom of
Spain, by virtue of which the Company will become a Spanish
company.
On 23 December 2024, Atalaya
executed the relevant cross-border conversion deed (the
"Deed") which was
then filed with the Spanish Commercial Registry on 27 December 2024
(the "Registration Date").
Upon the confirmation of the Deed
registration by the Spanish Commercial Registry, which is expected
to take place on or around 9 January 2025, the re-domiciliation
will be completed with retrospective legal effect from the
Registration Date, including the following:
· Atalaya's
corporate seat will be transferred from Cyprus to Spain, and
Atalaya will become a Spanish public limited company (sociedad anónima) under the laws of
the Kingdom of Spain;
·
Atalaya's registered name will
change from Atalaya Mining Plc to Atalaya Mining Copper,
S.A.;
· Atalaya's registered address will change from 1, Lampousas
Street, 1095 Nicosia, Cyprus to Paseo de las Delicias, 1, 3, 41001,
Sevilla, Spain; and
· Atalaya's
articles of association will be amended to the articles of
association approved by its shareholders at the general meeting
held on 27 June 2024, and consequently the rights attached to
Atalaya's shares will be amended to those set out in such articles
of association and under Spanish law, as described in the "Draft
terms of cross border conversion" which can be found at
https://atalayamining.com/investors/redomiciliation.
Shareholders will continue to hold
one ordinary share of the Company for each ordinary share held
prior to the re-domiciliation. The Depositary Interests will be
cancelled and holders of Depositary Interests will receive one
CREST Depositary Interest ("CDI") for each Depositary Interest
("DI") held prior
to the re-domiciliation. The CDIs will continue to be traded in GBp
although they will have a nominal value of €0.09 per share,
consistent with the underlying shares.
The timeline of the steps in the
process of re-domiciliation related to Atalaya's shares as traded
financial instruments is expected to be the following:
|
Event
|
Date
|
|
Trading in Atalaya's shares ends
under the registered name of Atalaya Mining Plc
|
9 January 2025 at market close (the
"Record Time" and
"Record Date",
respectively)
|
|
Cypriot Shares are
cancelled
|
9 January 2025 after market
close
|
|
Trading in Atalaya's shares
commences under the registered name of Atalaya Mining Copper,
S.A.
|
10 January 2025 at market open (the
"Effective Date")
|
It is not expected that trading in
Atalaya's shares will be affected by the re-domiciliation, and
shareholders may continue to trade their shares as normal.
For clarification purposes, the ISIN
(CY0106002112) and TID (ATYM) will remain unchanged.
In accordance with article 6 of the
Spanish Royal Decree 814/2023 of 8 November, on financial
instruments, admission to listing, registration of marketable
securities and market infrastructures (Real Decreto 814/2023, de 8 de noviembre,
sobre instrumentos financieros, admisión a negociación, registro de
valores negociables e infraestructuras de mercado), the
holders of Atalaya shares represented by physical certificates (the
"Physical Certificates"), which represent less than 0.97% of the share capital, will
have a period of one year from the date on which the official
announcement referred to by such article is published in the
Official Gazette of the Spanish Commercial Registry (BORME), which
is expected within the 10 business days following the Record Date,
to present their Physical Certificates to Iberclear for their
conversion into shares represented by book entries.
The presentation of the Physical
Certificates may be made through any of the Iberclear participating
entities (which includes most of the Spanish banks and a
significant number of international financial institutions),
directly or indirectly via another bank or financial institution.
Once the conversion into shares represented by book entries is
effective, the relevant holder may request, through a CREST
participant who is able to facilitate, the creation of the
corresponding CDIs.
Contacts:
|
SEC Newgate UK
|
Elisabeth Cowell / Tom Carnegie /
Gwen Samuel
|
+44 20
3757 6882
|
|
Atalaya Mining
|
Michael Rechsteiner
|
+34 959 59
28 50
|
About Atalaya Mining Plc
Atalaya is a European copper
producer that owns and operates the Proyecto Riotinto complex in
southwest Spain. Atalaya's shares trade on the London Stock
Exchange's Main Market under the symbol "ATYM".
Atalaya's operations include the
Cerro Colorado open pit mine and a modern 15 Mtpa processing plant,
which has the potential to become a central processing hub for ore
sourced from its wholly owned regional projects around Riotinto,
such as Proyecto Masa Valverde and Proyecto Riotinto East. In
addition, Atalaya has a phased earn-in agreement for up to 80%
ownership of Cobre San Rafael S.L., which fully owns the Proyecto
Touro brownfield copper project in the northwest of Spain, as well
as a 99.9% interest in Proyecto Ossa Morena. For further
information, please visit www.atalayamining.com
