TIDMPNPL
RNS Number : 6227R
Pineapple Power Corporation PLC
30 October 2023
Termination of Proposed Acquisition
PINEAPPLE POWER CORPORATION PLC
Pineapple Power Corporation PLC
October 30, 2023
This announcement contains inside information as stipulated
under the UK version of the Market Abuse Regulation No 596/2014
which is part of English Law by virtue of the European Union
(Withdrawal) Act 2018, as amended. On publication of this
announcement via a Regulatory Information Service, this information
is considered to be in the public domain.
Pineapple Power Corporation PLC (the "Company" or "Pineapple
Power")
Termination of Proposed Reverse Takeover of Element 2
Limited
Update on Suspension of Listing
The Company would like to provide the following update to its
shareholders.
Termination of Proposed Transaction
On 21 April 2023, the Company announced that it had entered into
a non-binding heads of terms with Element 2 Limited ("E2" or
"Element 2"), based in Yorkshire, to acquire 100% of the
outstanding shares in Element 2 in an all-share transaction,
subject to legal, financial and other due diligence and entry into
a legally binding sale and purchase agreement (the "Proposed
Acquisition").
Since that time, both the Company and Element 2 have spent
considerable time to raise the capital required for the transaction
and reach an acceptable agreement on valuation and the final
structure of the transaction. To date, this has not been possible
and the Directors therefore announce that the Proposed Acquisition
will not now proceed.
Status of Suspension of Trading
Due to the size and nature of the Proposed Acquisition, it was
treated as a reverse takeover ("RTO") for the purposes of the FCA's
Listing Rules. As a consequence, the Company requested a suspension
of trading in its ordinary shares while the details of the Proposed
Acquisition were finalised and the required information is
published or the Proposed Acquisition is terminated. Trading in the
Company's shares was accordingly suspended on 24 April 2023 and has
been suspended since that date.
Ordinarily, on termination of such discussions, the Company
would request that its ordinary shares be restored to listing.
However, the Directors of the Company are actively considering
another potential acquisition opportunity in the renewables sector
which would constitute an RTO and have therefore requested that the
Company's shares remain suspended for the time being.
A further announcement will be made by the Company in due
course.
Pineapple Power Corporation PLC
Claudio Morandi - Director +44 203 039 3913
Clive de Larrabeiti
Corporate Finance Advisor
clive.d.l@pineapple-powercorp.com +44 797 317 7973
-------------------
Corporate Broker
Peterhouse Capital
Charles Goodfellow
cg@peterhousecap.com +44 207 220 9791
-------------------
Media Relations
David Burton
Total Market Solutions
davidburton.tms@gmail.com
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of an
offer to purchase, otherwise acquire, subscribe for, sell or
otherwise dispose of, or vote in any manner, any securities
pursuant to this announcement or otherwise. The distribution of
this announcement in jurisdictions outside the United Kingdom may
be restricted by law and therefore persons into whose possession
this announcement comes should inform themselves about, and observe
such restrictions. Any failure to comply with the restrictions may
constitute a violation of the securities law of any such
jurisdiction.
The statements contained in this announcement that are not
historical facts are "forward-looking" statements. These
forward-looking statements are subject to a number of substantial
risks and uncertainties, many of which are beyond the Company's
control and actual results and developments may differ materially
from those expressed or implied by these statements for a variety
of factors. These forward-looking statements are statements based
on the Company's current intentions, beliefs and expectations about
among other things, the Company's financial condition, prospects,
growth, strategies and the industry in which the Company operates.
Forward-looking statements are typically identified by the use of
forward-looking terminology such as "believes", "expects", "may",
"will", "could", "should", "intends", "estimates", "plans",
"assumes" or "anticipates" or the negative thereof or other
variations thereon or comparable terminology, or by discussions of
strategy that involve risks and uncertainties. By their nature,
forward-looking statements involve risks and uncertainties because
they relate to events and depend on circumstances that may or may
not occur in the future. In addition, from time to time, the
Company or its representatives have made or may make
forward-looking statements orally or in writing. Furthermore, such
forward-looking statements may be included in, but are not limited
to, press releases or oral statements made by or with the approval
of an authorised executive officer of the Company. No assurance can
be given that such future results will be achieved; actual events
or results may differ materially from those expressed in or implied
by these statements as a result of risks and uncertainties facing
the Company and its subsidiaries. Many of these risks and
uncertainties relate to factors that are beyond the Company's
ability to control or estimate precisely, such as changes in
taxation and fiscal policy, future market conditions, currency
fluctuations, the behaviour of other market participants, the
actions of governmental regulators and other risk factors such as
the Company's ability to continue to obtain financing to meet its
liquidity needs, changes in the political, social and regulatory
framework in which the Company operates or in economic or
technological trends or conditions, including inflation and
consumer confidence, on a global, regional or national basis. Such
risks and uncertainties could cause actual results to vary
materially from the future results indicated, expressed or implied
in such forward-looking statements. The forward-looking statements
contained in this announcement speak only as of the date of this
announcement and the Company undertakes no duty to update any of
them publicly in light of new information or future events, except
to the extent required by applicable law or regulation.
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END
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