Cenntro Electric Group Limited (NASDAQ: CENN) (“Cenntro”,
or the “Company”), a leading electric vehicle technology
company with advanced, market-validated electric commercial
vehicles, today announced that Cenntro shareholders have voted in
favor of the proposed scheme of arrangement in which Cenntro will
redomicile from Australia to the United States (“Scheme”),
and under which Cenntro will become a wholly owned subsidiary of
Cenntro Inc. (“HoldCo”), a United States ("U.S.”)
company incorporated in accordance with the laws of the State of
Nevada for the purpose of effecting the Cenntro's redomiciliation
to the U.S.
All times and dates set forth in this press release refer to the
time and date in Australian Eastern Daylight Time, unless specified
otherwise.
Results of Scheme Meeting
Cenntro is pleased to report the resolution to approve the
Scheme ("Scheme Resolution"), as set out in the Notice of
Meeting included within the scheme booklet that is contained within
the Definitive Proxy Statement on Schedule 14A filed with the
United States Securities and Exchange (“SEC”) on December
15, 2023 (the “Scheme Booklet”), was passed by the requisite
majorities of Cenntro shareholders present at the scheme meeting
held on Wednesday, January 24, 2024 (United States Eastern Standard
Time) ("Scheme Meeting") pursuant to orders made by the
Supreme Court of New South Wales, Australia ("Court").
In summary:
- 71.16% of Cenntro shareholders present and voting (in person or
by proxy, attorney or corporate representative) voted in favor of
the Scheme Resolution; and
- 97.51% of the votes cast by Cenntro shareholders were in favor
of the Scheme Resolution.
Details of the valid proxies received and votes cast at the
Scheme Meeting are set out below.
Vote direction
Number of votes cast
% of votes cast
Number of
Cenntro
shareholders
voting
IN FAVOR
11,205,948
97.5%
2,707
AGAINST
245,023
2.13%
821
ABSTAIN
41,266
0.36%
276
TOTAL
11,492,237
100%
3,804
Undefined terms in this press release have the meanings given to
them in the Scheme Booklet.
Next Steps
The Scheme remains subject to the approval of the Court at the
hearing scheduled for 9:15am on Wednesday, February 14, 2024, and
certain other customary conditions precedent as previously
announced and described in the Scheme Booklet. If the outstanding
Conditions Precedent as set forth in the Scheme Booklet are
satisfied or waived (if applicable) prior to the hearing, and the
Court approves the Scheme, Cenntro proposes to file 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), at which time the
Scheme will become effective. The Scheme will then be implemented
on Tuesday, February 27, 2024.
Key Dates
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
Filing 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: 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/20240205829196/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)
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Cenntro (NASDAQ:CENN)
過去 株価チャート
から 1 2024 まで 1 2025
