M&A Activity • Mar 30, 2023
M&A Activity
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Date of Announcement: 30 March, 2023 Reference: MRF 79
The following is a company announcement issued by Mariner Finance p.l.c (the "Company") pursuant to the Capital Markets Rules issued by the Malta Financial Services Authority in accordance with the provisions of the Financial Markets Act (Chapter 345 of the Laws of Malta) as they may be amended from time to time.
Reference is made to the company announcement (MRF 74) published by the Company in connection with the entry by the Company into a share purchase agreement with its majority shareholder, Mariner Capital Limited (a private limited liability company registered under the laws of Malta with company registration number C 11890 and having its registered office at 37, Triq Censu Tabone, St. Julian's STJ 1218, Malta), and SIA Mariner Logistics (a company registered under the laws of Latvia with company registration number 50203198151 and having its registered office at Uriekstes 32, Lv 1005, Riga, Latvia), pursuant to which the Company agreed to acquire from Mariner Capital Limited the entire issued share capital of SIA Mariner Logistics, in exchange for a total consideration of €7,238,931.
At the time of the said company announcement, the transaction was conditional upon the Company obtaining the necessary financing and was expected to be concluded in Q1 of 2023. As explained in the prospectus published by the Company on 21 November, 2022, the consideration due by the Company to Mariner Capital Limited for the transfer of the entire issued share capital of SIA Mariner Logistics will be set off against a receivable due by Mariner Capital Limited to the Company. Insofar as timing is concerned, the Board of Directors hereby announces that the closing date for the transaction to be completed has been extended to 3 July, 2023.
Following the completion of the transaction, SIA Mariner Logistics will become a wholly owned subsidiary of the Company. SIA Mariner Logistics was incorporated on the 28 February, 2019 as a fully owned subsidiary of Mariner Capital Limited.
By order of the Board
Kevin Saliba Company Secretary
30, March 2023

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