Companies Act

EQS-News: Branicks Group AG: Public announcement of the court discussion and voting date on 26. March 2024 / 10:00 am

Retrieved on: 
Wednesday, March 13, 2024

Branicks Group AG: Public announcement of the court discussion and voting date on 26.

Key Points: 
  • Branicks Group AG: Public announcement of the court discussion and voting date on 26.
  • Branicks Group AG: Public announcement of the court discussion and voting date on 26.
  • The Company notified the competent Local Court of Frankfurt am Main - Restructuring Court - (Court) of a planned restructuring on 5 March 2024.
  • On 6 March 2024, the Company applied to the Court for the implementation of the court plan coordination procedure pursuant to Sections 23, 45 (1) no.

Gracell Biotechnologies Acquisition Completed

Retrieved on: 
Thursday, February 22, 2024

The acquisition was structured as a merger of Merger Sub with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Parent (the “Merger”).

Key Points: 
  • The acquisition was structured as a merger of Merger Sub with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Parent (the “Merger”).
  • As a result of the Merger, the Company ceased to be a publicly traded company and became a wholly owned subsidiary of Parent.
  • Such letters of transmittal must be completed before such holders can receive the applicable merger consideration.
  • Certificated ADS holders should wait to receive the letters of transmittal before surrendering their ADSs.

Genetron Health Announces Shareholders’ Approval of Merger Agreement

Retrieved on: 
Wednesday, February 21, 2024

Of the ordinary shares voted at the EGM, approximately 99.9% voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger.

Key Points: 
  • Of the ordinary shares voted at the EGM, approximately 99.9% voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger.
  • The Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger, were therefore duly authorized and approved by way of special resolutions as required by, and in compliance with, the Companies Act of the Cayman Islands.
  • Completion of the Merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement.
  • The Company will work with the other parties to the Merger Agreement towards satisfying all other conditions precedent to the Merger set forth in the Merger Agreement and completing the Merger as quickly as possible.

Gracell Biotechnologies Announces Shareholders’ Approval of Merger Agreement

Retrieved on: 
Tuesday, February 20, 2024

Pursuant to the Merger Agreement, in accordance with the applicable provisions of the Companies Act (As Revised) of the Cayman Islands, Merger Sub will merge with and into the Company at the effective time of the Merger, with the Company continuing as the surviving company and becoming a wholly owned subsidiary of the Parent (the “Merger”).

Key Points: 
  • Pursuant to the Merger Agreement, in accordance with the applicable provisions of the Companies Act (As Revised) of the Cayman Islands, Merger Sub will merge with and into the Company at the effective time of the Merger, with the Company continuing as the surviving company and becoming a wholly owned subsidiary of the Parent (the “Merger”).
  • Each shareholder has one vote for each Ordinary Share.
  • The Merger Agreement, the Plan of Merger and the Transactions, were approved by approximately 99.9% of the total votes cast at the EGM.
  • The Merger is expected to close on or around February 22, 2024, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement.

TDCX Inc. Enters into Definitive Merger Agreement for Going-Private Transaction

Retrieved on: 
Friday, March 1, 2024

The Company’s board of directors (the “Board”), acting upon the unanimous recommendation of a committee of independent and disinterested directors established by the Board (the “Special Committee”), approved the Merger Agreement and the Merger.

Key Points: 
  • The Company’s board of directors (the “Board”), acting upon the unanimous recommendation of a committee of independent and disinterested directors established by the Board (the “Special Committee”), approved the Merger Agreement and the Merger.
  • The Special Committee negotiated the terms of the Merger Agreement with the assistance of its financial and legal advisors.
  • The Company will furnish to the U.S. Securities and Exchange Commission (the “SEC”) a current report on Form 6-K regarding the Merger, which will include as an exhibit thereto the Merger Agreement.
  • In connection with the Merger, the Company will prepare and mail a Schedule 13E-3 Transaction Statement (the “Schedule 13E-3”) to its shareholders.

Nidec Announces the Status of Own Share Repurchase

Retrieved on: 
Friday, March 1, 2024

Nidec Corporation (TOKYO: 6594; OTC US: NJDCY) (the “Company”) today announced the status of the Company’s own share repurchase under its ongoing repurchase plan resolved at a meeting of the Board of Directors held on January 24, 2024, pursuant to Item 1 of Article 459 (1) of the Companies Act of Japan.

Key Points: 
  • Nidec Corporation (TOKYO: 6594; OTC US: NJDCY) (the “Company”) today announced the status of the Company’s own share repurchase under its ongoing repurchase plan resolved at a meeting of the Board of Directors held on January 24, 2024, pursuant to Item 1 of Article 459 (1) of the Companies Act of Japan.
  • Period of own share repurchase: From February 1, 2024 through February 29, 2024
    Number of own shares repurchased: 0
    Note: The above repurchase information has been prepared on the basis of trade date.
  • A) Details of the share repurchase plan authorized by the Board of Directors on January 24, 2024:
    Total number of shares that may be repurchased: Up to 2,000,000 shares
    (0.34% of total number of shares issued, excluding treasury stock)
    B) Total number and yen amount of own shares repurchased from January 25, 2024 through February 29, 2024, pursuant to the Board of Directors resolution above:
    Total number of own shares repurchased: 0
    View source version on businesswire.com: https://www.businesswire.com/news/home/20240229107009/en/

Notice of Ericsson's Annual General Meeting 2024

Retrieved on: 
Wednesday, February 28, 2024

Information about the outcome of the performance criteria will be provided no later than in the annual report for the financial year 2026.

Key Points: 
  • Information about the outcome of the performance criteria will be provided no later than in the annual report for the financial year 2026.
  • The new shares shall be subscribed for during the period as from April 25, 2024, up to and including May 2, 2024.
  • The Company has decided to implement one other share-related compensation program for 2024: the Key Contribution Plan 2024 ("KC Plan 2024").
  • The new shares shall be subscribed for during the period as from April 25, 2024, up to and including May 2, 2024.

Notice of Ericsson's Annual General Meeting 2024

Retrieved on: 
Wednesday, February 28, 2024

Information about the outcome of the performance criteria will be provided no later than in the annual report for the financial year 2026.

Key Points: 
  • Information about the outcome of the performance criteria will be provided no later than in the annual report for the financial year 2026.
  • The new shares shall be subscribed for during the period as from April 25, 2024, up to and including May 2, 2024.
  • The Company has decided to implement one other share-related compensation program for 2024: the Key Contribution Plan 2024 ("KC Plan 2024").
  • The new shares shall be subscribed for during the period as from April 25, 2024, up to and including May 2, 2024.

Updated notice to attend the extraordinary general meeting of Minesto AB (publ)

Retrieved on: 
Tuesday, February 27, 2024

Only the date for the General Meeting, the last day for registration, and relevant record dates have been updated, the notice is otherwise unchanged.

Key Points: 
  • Only the date for the General Meeting, the last day for registration, and relevant record dates have been updated, the notice is otherwise unchanged.
  • 556719-4914 ("Minesto" or the "Company"), are hereby given notice to attend the Extraordinary General Meeting to be held on Thursday, 14 March 2024 at 1:00 p.m. at MAQS Advokatbyrå's premises on Östra Hamngatan 24 in Gothenburg, Sweden.
  • Please note that the notification of participation at the Extraordinary General Meeting shall take place even if a shareholder wishes to exercise its voting rights at the Extraordinary General Meeting by proxy.
  • Submission of power of attorney does not constitute a valid notification to the Extraordinary General Meeting.

Notice to attend the extraordinary general meeting of Minesto AB (publ)

Retrieved on: 
Monday, February 26, 2024

556719-4914 ("Minesto" or the "Company"), are hereby given notice to attend the Extraordinary General Meeting to be held on Wednesday, 13 March 2024 at 1:00 p.m. at MAQS Advokatbyrå's premises on Östra Hamngatan 24 in Gothenburg, Sweden.

Key Points: 
  • 556719-4914 ("Minesto" or the "Company"), are hereby given notice to attend the Extraordinary General Meeting to be held on Wednesday, 13 March 2024 at 1:00 p.m. at MAQS Advokatbyrå's premises on Östra Hamngatan 24 in Gothenburg, Sweden.
  • Anyone who does not wish to attend in person may exercise their right at the Extraordinary General Meeting by proxy with a written, signed and dated power of attorney.
  • Please note that the notification of participation at the Extraordinary General Meeting shall take place even if a shareholder wishes to exercise its voting rights at the Extraordinary General Meeting by proxy.
  • Submission of power of attorney does not constitute a valid notification to the Extraordinary General Meeting.