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Statement From the Board of Brera Holdings Plc ("Solmate")

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Medium Materiality6/10

AI Summary

Solmate rejected Forward Industries' preliminary non-binding LOI on June 6, 2026. As of June 9, 2026, Solmate has 11,009,294 Class B shares and 20,000 Series A Preferred Shares outstanding, plus 7,199,860 warrants and 45,979 non-vested RSUs. The announcement includes the Class B ISIN IE0009876H30 and notes counsel from Paul Hastings LLP and Arthur Cox LLP.

Sentiment Rationale

The LOI was non-binding and rejected, removing near-term takeover risk without indicating any new valuation catalyst. Capital-structure details (warrants/RSUs) suggest potential dilution but are table stakes in any future deal; lack of a bid reduces immediate price movement.

Trading Thesis

Near-term neutral; no takeover, monitor for any new bids or disclosures over the next weeks.

Market-Moving

  • No new offer; board rejection reduces near-term takeover probability.
  • Warrants (7.2M) and RSUs (45,979) imply potential dilution if exercised.
  • Irish Takeover Rules disclosure reinforces governance framework and timing expectations.

Key Facts

  • Solmate rejects Forward Industries' non-binding LOI; board cites it’s not in best interest.
  • As of 9 Jun 2026, Solmate has 11,009,294 Class B shares and 20,000 Series A preferred.
  • Outstanding warrants: 7,199,860 Class B shares; RSUs: 45,979 non-vested.
  • ISIN for Class B shares: IE0009876H30; advisors: Paul Hastings and Arthur Cox.
  • Disclosure under Irish Takeover Rules outlines timing for opening positions and dealings.

Companies Mentioned

  • Solmate (SLMT): Board rejected LOI from Forward Industries; no near-term takeover implied.
  • Forward Industries, Inc (N/A): Preliminary non-binding LOI; potential bid discussed but later rejected.

M&A

Category: M&A. The filing centers on a takeover-related disclosure under Irish rules, signaling strategic governance moves rather than immediate value accretion.

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