AMG Advanced Metallurgical Group N.V. Announces Successful
Placement of Approximately 3.1 Million Shares Via an Accelerated
Book Building Process
THIS PRESS RELEASE AND THE INFORMATION CONTAINED HEREIN ARE NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY,
IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
THIS PRESS RELEASE IS FOR INFORMATION PURPOSES ONLY AND IS NOT
AN OFFER OF SECURITIES IN ANY JURISDICTION.
THIS PRESS RELEASE CONTAINS INSIDE INFORMATION FOR IMMEDIATE
RELEASE.
Amsterdam, 9 April
2021 (Regulated Information) ---
AMG Advanced Metallurgical Group N.V. (“AMG”, EURONEXT AMSTERDAM:
“AMG”) announces the successful placement of 3,136,742 new ordinary
shares (the “Shares”) via an accelerated book building process (the
“Offering”). The Shares were sold at a price of €32.50 per Share,
generating proceeds in excess of €100 million.
The net proceeds of the Offering will be
utilized to fund and expedite AMG’s projects in the lithium value
chain within the new AMG Clean Energy Materials (“CEM”) reporting
segment. With this equity raise, in combination with cash on hand
and strong projected cash flow from operations, AMG believes it can
fully fund its current strategic CEM projects.
Heinz Schimmelbusch, AMG’s CEO, said, “The CEM
segment is at the center of AMG’s growth investments, each of which
fit within AMG’s core strategy to enable C02 reduction utilizing
advanced material technologies. Energy storage materials add a new
dimension to this strategy as batteries enable higher efficiency in
the intermittent renewable energy sector. We are very pleased with
the investor reception to AMG’s capital increase, which was more
than 2 times oversubscribed, and is indicative of the market’s
appreciation for our growth strategy.”
Allocation of the Shares has taken place today,
9 April 2021. Payment and delivery of the Shares are scheduled for
13 April 2021, at which date the Shares are expected to be admitted
to listing and trading on Euronext Amsterdam. After settlement, the
total issued share capital of AMG consists of 34,504,164 ordinary
shares.
In relation to the Offering, AMG and AMG’s
management board have agreed, with customary exceptions, not to
issue or dispose of additional ordinary shares for a period of 90
calendar days after the settlement date.
ABN AMRO Bank N.V. and Citigroup Global Markets Europe AG have
acted as Joint Global Coordinators and Joint Bookrunners in
relation to the Offering.
This press release contains inside information within the
meaning of Article 7(1) of the EU Market Abuse Regulation.
This press release contains regulated
information as defined in the Dutch Financial Markets Supervision
Act (Wet op het financieel toezicht).
About AMG
AMG is a global critical materials company at
the forefront of CO2 reduction trends. AMG produces highly
engineered specialty metals and mineral products and provides
related vacuum furnace systems and services to the transportation,
infrastructure, energy, and specialty metals & chemicals end
markets.
AMG Clean Energy Materials combines our
recycling and mining operations, producing materials for
infrastructure and energy storage solutions while reducing the CO2
footprint of both suppliers and customers. Clean Energy Materials
spans the vanadium, lithium, and tantalum value chains. AMG
Critical Materials Technologies combines our leading vacuum furnace
technology line with high-purity materials serving global leaders
in the aerospace sector. AMG Critical Minerals consists of our
mineral processing operations in antimony, graphite, and silicon
metal.
With approximately 3,000 employees, AMG operates
globally with production facilities in Germany, the United Kingdom,
France, the United States, China, Mexico, Brazil, India, Sri Lanka,
and Mozambique, and has sales and customer service offices in
Russia and Japan (www.amg-nv.com).
For further information, please
contact:AMG Advanced Metallurgical Group
N.V. +1 610 975
4979Michele
Fischermfischer@amg-nv.com
IMPORTANT NOTICE
No action has been taken by AMG or the Joint
Global Coordinators and Bookrunners, or any of their respective
affiliates that would, or which is intended to, permit a public
offer of the Shares in any jurisdiction or possession or
distribution of this press release or any other offering or
publicity material relating to the Shares in any jurisdiction where
action for that purpose is required. Any failure to comply with
these restrictions may constitute a violation of the securities
laws of such jurisdictions. Persons into whose possession this
press release comes shall inform themselves about, and observe,
such restrictions.
This press release is not an advertisement
within the meaning of the Prospectus Regulation and does not
constitute a prospectus. No prospectus will be made available in
connection with the matters contained in this press release and no
such prospectus is required (in accordance with Regulation (EU)
2017/1129) to be published. Persons needing advice should consult
an independent financial adviser.
THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER
OR INVITATION TO UNDERWRITE, BUY, SUBSCRIBE, SELL OR ISSUE OR THE
SOLICITATION OF AN OFFER TO BUY, SELL, ACQUIRE, DISPOSE OR
SUBSCRIBE FOR THE SHARES OR ANY OTHER SECURITY IN THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR IN ANY
JURISDICTION IN WHICH, OR TO ANY PERSONS TO WHOM, SUCH OFFERING,
SOLICITATION OR SALE WOULD BE UNLAWFUL.
The Shares have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
“Securities Act”), or under the securities laws of any state or
other jurisdiction of the United States, and may not be offered,
sold or transferred, directly or indirectly, in or into the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and in compliance with any applicable securities laws of any state
or other jurisdiction of the United States. There was no public
offering of the Shares in the United States or elsewhere.
The relevant clearances have not been, and nor
will they be, obtained from the securities commission of any
province or territory of Canada; no prospectus has been lodged
with, or registered by, the Australian Securities and Investments
Commission or the Japanese Ministry of Finance; and the Shares have
not been, and nor will they be, registered under or offered in
compliance with the securities laws of any state, province or
territory of Canada, Australia, Japan or South Africa. Accordingly,
the Shares may not (unless an exemption under the relevant
securities laws is applicable) be offered, sold, resold or
delivered, directly or indirectly, in or into Canada, Australia,
Japan or South Africa or any other jurisdiction outside the United
Kingdom or to, or for the account or benefit of any national,
resident or citizen of Australia, Japan or South Africa or to any
investor located or resident in Canada.
AMG has not authorized any offer to the public
of Shares in any Member State of the European Economic Area or the
United Kingdom. With respect to any Member State of the European
Economic Area and the United Kingdom (each a “Relevant Member
State”), no action has been undertaken or will be undertaken to
make an offer to the public of Shares requiring publication of a
prospectus in any Relevant Member State. As a result, the Shares
may only be offered in Relevant Member States: (i) to any legal
entity which is a “qualified investor” as defined in the Prospectus
Regulation; or (ii) in any other circumstances falling within
Article 1(4) of the Prospectus Regulation; provided that no such
offer of Shares shall result in a requirement for the publication
by AMG of a prospectus pursuant to Article 3 of the Prospectus
Regulation and each person who initially acquires Shares or to whom
any offer is made will be deemed to have represented, warranted and
agreed to and with AMG that it is a “qualified investor” within the
meaning of the Prospectus Regulation. Any such investor will also
be deemed to have represented and agreed that any Shares acquired
by it in the offering of Shares have not been acquired on behalf of
persons other than such investor. For the purpose of this
paragraph, the expression “offer of Shares to the public” means the
communication in any form and by any means of sufficient
information on the terms of the offer and the Shares to be offered
so as to enable the investor to decide to exercise, purchase or
subscribe for the Shares and the expression “Prospectus Regulation”
means Regulation (EU) 2017/1129 and amendments thereto.
In the United Kingdom, this press release and
any other materials in relation to the Shares is only being
distributed to, and is only directed at, and any investment or
investment activity to which this press release relates is
available only to, and will be engaged in only with, persons who
are “qualified investors” (as defined in section 86(7) of the
Financial Services and Markets Act 2000) and who are (i) persons
having professional experience in matters relating to investments
who fall within the definition of “investment professionals” in
Article 19(5) of the Financial Services and Markets Act 2000
(“Financial Promotion”) Order 2005 (the “Order”); or (ii) high net
worth entities falling within Article 49(2)(a) to (d) of the Order
(all such persons together being referred to as “relevant
persons”). Persons who are not relevant persons should not take any
action on the basis of this press release and should not act or
rely on it.
Certain statements in this press release are not
historical facts and are “forward looking”. Forward looking
statements include statements concerning AMG’s plans, expectations,
projections, objectives, targets, goals, strategies, future events,
future revenues or performance, capital expenditures, financing
needs, plans and intentions relating to acquisitions, AMG’s
competitive strengths and weaknesses, plans or goals relating to
forecasted production, reserves, financial position and future
operations and development, AMG’s business strategy and the trends
AMG anticipates in the industries and the political and legal
environment in which it operates and other information that is not
historical information. When used in this press release, the words
“expects,” “believes,” “anticipates,” “plans,” “may,” “will,”
“should,” and similar expressions, and the negatives thereof, are
intended to identify forward looking statements. By their very
nature, forward looking statements involve inherent risks and
uncertainties, both general and specific, and risks exist that the
predictions, forecasts, projections and other forward looking
statements will not be achieved. These forward looking statements
speak only as of the date of this press release. AMG expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward looking statement contained
herein to reflect any change in AMG’s expectations with regard
thereto or any change in events, conditions, or circumstances on
which any forward looking statement is based.
- April 9 2021 AMG Pricing PR
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