LONDON, July 28, 2022 /PRNewswire/ — This press release is being disseminated as required by National Instrument 62–103 in connection with the filing of an Early Warning Report regarding the acquisition of securities of SDX Energy plc (the “Company“).
During the period from June 15, 2022 and July 21, 2022, Aleph Commodities Ltd. (the “Acquiror“), acting in concert with several other parties (the “joint actors“) acquired, through a series of acquisitions, an aggregate of 52,570,590 ordinary shares of the Company (“Ordinary Shares“), representing approximately 25% of the issued and outstanding Ordinary Shares. The acquisitions were made through off-market transactions that were completed with pre-arranged parties located outside of Canada, as well as a small number of Ordinary Shares (representing less than 0.3% of the total issued and outstanding Ordinary Shares and less than 1.5% of the total number of Ordinary Shares acquired by the Acquiror and joint actors) that were acquired through the facilities of the AIM Exchange.
Immediately prior to these acquisitions, neither the Acquiror, nor any of the joint actors held any Ordinary Shares. Upon completion of the acquisitions of the Ordinary Shares, the Acquiror, along with the joint actors, hold and control 25.70% of the issued and outstanding Ordinary Shares.
The Ordinary Shares were acquired for the purpose of affecting the outcome of a shareholder vote on a proposed transaction to be voted upon at a meeting of the shareholders of the Company to be held on July 29, 2022, at which it is the Acquiror’s intention, and the intention of the joint actors, to vote against the proposed transaction. The Acquiror intends to engage with the Company’s management and the board of directors to explore alternative opportunities of providing the Company with financial, commercial and technical support to ensure the growth of the Company and its production base, with minimal dilution. The Acquiror and the joint actors do not have any current intentions to significantly increase or decrease their beneficial ownership of, control or direction over, any additional securities of the Company. The Acquiror and the joint actors, may, from time to time, and depending on market and other conditions, acquire additional securities of the Company, dispose of some or all of the existing or additional securities it holds or will hold, or may continue to hold its current position, depending on market conditions, reformulation of plans and/or relevant factors.
The Acquiror, together with the joint actors, first collectively acquired greater than 10% of the Ordinary Shares, and the requirement to file an early warning report under National Instrument 62-103 first arose, on July 7, 2022, however the Acquiror did not at that time file an early warning report or otherwise make necessary disclosure pursuant to National Instrument 62-103.
A copy of the Early Warning Report to be filed by the Acquiror will be available on SEDAR under the Company’s profile on www.sedar.com.
This early warning news release is issued under the early warning provisions of Canadian securities legislation, including National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues.
Aleph Commodities Ltd., Richard Usher – Principal, Tel: +44 7738 296143, Email: [email protected]