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6 Jan 2025 07:00
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
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