Cenntro Electric Group Limited (NASDAQ: CENN) (“Cenntro”
or “the Company”), a leading electric vehicle technology
company with advanced, market-validated electric commercial
vehicles, refers to the proposed scheme of arrangement in relation
to which Cenntro will re-domicile from Australia to the United
States (“Scheme”), and under which Cenntro will become a
subsidiary of Cenntro Inc. (“HoldCo”), a new United States
("U.S.") company incorporated in accordance with the laws of
the State of Nevada for the purpose of effecting the Cenntro
group's re-domiciliation to the U.S.
The scheme meeting for shareholders to consider the Scheme was
held at 4:00pm (Eastern Standard Time, "EST") on Wednesday,
January 24, 2024 (the “Scheme Meeting”). Based on the
preliminary voting results available from the Scheme Meeting,
Cenntro anticipates that the Scheme has been approved by
shareholders of the Company in accordance with the requirements of
the Australian Corporations Act 2001 (Cth).
Cenntro has been advised by its securities services provider
responsible for tabulating the voting results from the Scheme
Meeting, Broadridge Financial Solutions, Inc.
("Broadridge"), that Broadridge is still awaiting reports
from two third party intermediaries to finalize and report the
results to Cenntro (the "Tabulation Delay"). Broadridge has
advised Cenntro that the unexpected Tabulation Delay has been
caused by internal administrative processing timeframes of the two
foregoing third party intermediaries.
As a result of the Tabulation Delay, Cenntro has yet to receive
final voting results from Broadridge. The final voting results are
required to enable Cenntro to prepare necessary documentation for
the Second Court Hearing. To rectify the Tabulation delay, Cenntro
applied to the Supreme Court of New South Wales (the
“Court”) to reschedule the second court hearing to 9:15am
(Australian Eastern Daylight Time, “AEDT”) on Wednesday,
February 14, 2024 (the “Second Court Hearing”). The Company
previously proposed that the Second Court Hearing would be held on
Thursday, February 1, 2024.
An updated and indicative timetable in respect of the Scheme,
incorporating the re-scheduled Second Court Hearing, is set out
below.
Rescheduled Second Court Hearing
As noted above, the Second Court Hearing has been rescheduled
for 9:15am AEDT on Wednesday, February 14, 2024. The Second Court
Hearing will be held in the Supreme Court of New South Wales at
Queens Square, 184 Phillip Street, Sydney, New South Wales, 2000.
For further information about how to attend the hearing please
refer to the Court's website at
https://supremecourt.nsw.gov.au/.
A Cenntro shareholder has the right to appear and be heard at
the Second Court Hearing and may oppose the approval of the Scheme
at the Second Court Hearing. If you wish to oppose approval of the
Scheme by the Court at the Second Court Hearing, you must file with
the Court, and serve on Cenntro, a notice of appearance, in the
prescribed form, together with any affidavit on which you wish to
rely at the hearing. The notice of appearance and affidavit must be
served on Cenntro at its address for service at least one day
before the Second Court Date.
The address for service is: c/o MinterEllison, Level 40,
Governor Macquarie Tower, 1 Farrer Place, Sydney NSW 2000,
Attention: Anthony Sommer, MinterEllison, Tel: (02) 9921 4182. The
notice of appearance and affidavit must also be sent by email to
anthony.sommer@minterellison.com.
Next Steps
The Scheme remains subject to the approval of the Court at the
re-scheduled Second Court Hearing scheduled for 9:15am (AEDT) on
Wednesday, February 14, 2024. If the Court approves the Scheme,
Cenntro proposes to lodge an office copy of the orders of the Court
with the Australian Securities and Investments Commission
("ASIC") (expected to occur on the next business day,
Thursday, February 15, 2024 (AEDT)), at which time the Scheme will
become effective. The Scheme will then be implemented on Tuesday,
February 27, 2024 (AEDT).
Updated Scheme timetable
The key dates for implementation of the Scheme are set out
below*:
Expected date
Event
Wednesday, February 14, 2024 at 9:15am
Second Court Hearing to obtain orders
approving the Scheme
Thursday, February 15, 2024
Lodgement by Cenntro with ASIC of the
Court orders approving the Scheme
Thursday, February 22, 2024 at 7:00pm
Record Date
Tuesday, February 27, 2024
Implementation Date
Thursday, February 29, 2024
Commencement of dispatch to Scheme
Shareholders of statements confirming the issue of HoldCo
Shares
*
All dates and times listed in the table
above are in Australian Eastern Daylight Time and are indicative
only and subject to change. Cenntro, in consultation with HoldCo,
may vary any or all of these dates and times and will provide
reasonable notice of any such variation. Certain times and dates
are conditional on the conditions precedent to the Scheme,
including approval of the Scheme by the Court, being satisfied or
waived (as applicable). Any changes will be announced by Cenntro to
Nasdaq and published on Cenntro’s website at
www.cenntroauto.com.
About Cenntro Electric Group Ltd.
Cenntro Electric Group Ltd. (NASDAQ: CENN) is a leading maker
and provider of electric commercial vehicles (“ECVs”). Cenntro's
purpose-built ECVs are designed to serve a variety of commercial
applications inclusive of its line of class 1 to class 4 trucks.
Cenntro is building a globalized supply-chain, as well as the
manufacturing, distribution, and service capabilities for its
innovative and reliable products. Cenntro continues to evolve its
products capabilities through advanced battery, powertrain, and
smart driving technologies. For more information, please visit
Cenntro's website at: http://www.cenntroauto.com/.
Forward-Looking Statements
This communication contains "forward-looking statements" within
the meaning of the safe harbor provisions of the U.S. Private
Securities Litigation Reform Act of 1995. Forward-looking
statements include all statements that are not historical facts.
Such statements may be, but need not be, identified by words such
as "may,'' "believe,'' "anticipate,'' "could,'' "should,''
"intend,'' "plan,'' "will,'' "aim(s),'' "can,'' "would,''
"expect(s),'' "estimate(s),''"project(s),'' "forecast(s)'',
"positioned,'' "approximately,'' "potential,'' "goal,''
"strategy,'' "outlook'' and similar expressions. Examples of
forward-looking statements include, among other things, statements
regarding assembly and distribution capabilities, decentralized
production, and fully digitalized autonomous driving solutions. All
such forward-looking statements are based on management's current
beliefs, expectations and assumptions, and are subject to risks,
uncertainties and other factors that could cause actual results to
differ materially from the results expressed or implied in this
communication. For additional risks and uncertainties that could
impact Cenntro’s forward-looking statements, please see disclosures
contained in Cenntro's public filings with the SEC, including the
"Risk Factors" in Cenntro's Annual Report on Form 10K/A filed with
the Securities and Exchange Commission on July 6, 2023 and which
may be viewed at www.sec.gov.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240131215453/en/
Investor Relations Contact: Chris Tyson MZ North America
CENN@mzgroup.us 949-491-8235
Company Contact: PR@cenntroauto.com
IR@cenntroauto.com
Cenntro (NASDAQ:CENN)
過去 株価チャート
から 12 2024 まで 1 2025
Cenntro (NASDAQ:CENN)
過去 株価チャート
から 1 2024 まで 1 2025
