Business
OFFER CLOSURE
OFFER CLOSURE.
About this update from Sundae Bar Plc
[{"type":"text","content":"\n\nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.\n \nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION\n \nFOR IMMEDIATE RELEASE\n \n12 May 2025\n \nRECOMMENDED ALL SHARE OFFER\n \nFOR\n \nORA TECHNOLOGY PLC\n \nBY\n \nSUNDAE BAR PLC (formerly, KONDOR AI PLC)\n \nimplemented by way of a takeover offer\n \nOFFER CLOSURE\n \nIntroduction\n \nOn 21 March 2025, the boards of directors of Kondor AI PLC (\"Kondor\" or the \"Company\", and now named Sundae Bar Plc) and Ora Technology PLC (\"Ora\") announced that they had reached agreement on the terms of a recommended all share offer for Kondor to acquire more than 50% of the share capital of Ora (the \"Acquisition\"). The Acquisition was implemented by means of a takeover offer (as defined in section 974 of the Companies Act 2006) (the \"Takeover Offer\" or the \"Offer\").\n \nOn 21 March 2025, Kondor published and posted a circular to its Shareholders setting out, amongst other things, the terms of, and the reasons for the Kondor Board recommending, the Acquisition, seeking approval of the waiver of Rule 9 of the City Code on Takeovers and Mergers (the \"Takeover Code\") in relation to the Acquisition and seeking approval to issue and allot up to 206,680,050 Consideration Shares (the \"Consideration Shares\") to Ora shareholders in exchange for the shares of Ora (specifically, 0.9848 Consideration Shares in exchange for every 1 Ora Share) pursuant to the terms of the Offer (the \"Kondor Circular\"). On the same date, Kondor published an offer document to Ora shareholders in relation to the Takeover Offer (the \"Offer Document\"). The Offer Document contained full terms of the Offer and procedure for its acceptance.\n \nThe Offer Document and the Form of Acceptance (as defined in the Offer Document) are available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, at Ora's website at www.plc.oracarbon.com\n \nOn 16 April 2025, Kondor declared the Offer unconditional.\n \nOn 28 April 2025, Kondo...