Endomines investigates alternative ways of completing previously announced change of domicile process
Endomines AB (publ), Stock Exchange Release 25 March 2022 at 19:00 CET
Endomines AB (publ) (“Endomines”) will continue to explore alternative options to complete the previously announced change of domicile plans. Endomines will not implement the merger into a newly established wholly owned subsidiary Endomines Finland Oyj (“Endomines Finland”) as was previously announced and has decided that the previously announced merger plan will lapse. Endomines will continue to explore alternative options to complete the change of domicile.
As previously communicated, Endomines signed a merger plan in June 2021 for the re-domiciliation of the company from Sweden to Finland through a cross-border down-stream merger. The merger was approved by an EGM in Endomines in July 2021 and was initially planned to be completed during the fall 2021. Since Euroclear Sweden resolved in the summer 2021 not to affiliate shares in non-Swedish companies, Endomines was unable to continue in a decided path and could not complete the merger in due course. Endomines investigated an alternative plan to find a suitable provider to issue Swedish depository receipts (“SDRs”) but has not found a suitable issuer to ensure the continuity of trading of the company’s shares in connection with the merger.
Due to these circumstances, Endomines has decided to discontinue the previously announced merger process and investigate alternative ways to complete the merger, including the possibility to seek a removal of its shares from trading in Nasdaq Stockholm and to continue as a listed company in Finland only. Endomines believes, that due to the large number of shareholdings domiciled in Finland, the re-domiciliation of the company will be beneficial to the company and its shareholders by simplifying the company structure and reducing administration costs. Endomines’ current structure with most operations in Finland means that the existing national regulatory frameworks do not accommodate Endomines’ operating model or benefit its shareholders.
Since the decision by the EGM in July 2021 to approve the merger and the change of domicile has been given on a basis of the continuity of trading of the company’s shares in both Finland and Sweden after the merger, any alternative way to complete the merger will be submitted to the general meeting of shareholders for approval and require the company to introduce an updated merger plan and merger prospectus. Endomines is committed to ensure that future plan to change the domicile of the company will be for the benefit of each shareholder and will provide more information in due course.
Contact persons
Kari Vyhtinen, CEO, kari.vyhtinen@endomines.com, +358 40 585 0050
This information is information that Endomines AB (publ) is obliged to make public pursuant to the EU Market Abuse Regulation. This information was submitted for publication through the contact persons set out above at 19:00 CET on 25 March 2022.
About Endomines
Endomines is a mining and exploration company with its primary focus on gold. The Company explores for gold along the Karelian Gold Line in Eastern Finland and develops mining operations in Idaho, USA and Finland. Endomines aims to improve its long-term growth prospects by increasing its exploration activities and through acquisitions. Endomines aims to acquire deposits that are situated in stable jurisdictions and can be brought to production rapidly with limited investments. The shares trade on Nasdaq Stockholm (ENDO) and Nasdaq Helsinki (ENDOM).
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