Conyers Dill & Pearman

Digicel ANNOUNCES successful closing of consensual RESTRUCTURING of ~$3.8BN OF THE GROUP'S DEBT, IN SUPPORT OF FUTURE GROWTH

Retrieved on: 
Monday, January 29, 2024

The completion of the Restructuring marks an important milestone for the Group, which now has a substantially strengthened capital structure, positioning the Group for long-term success.

Key Points: 
  • The completion of the Restructuring marks an important milestone for the Group, which now has a substantially strengthened capital structure, positioning the Group for long-term success.
  • As a result of the Restructuring, the Group extended certain secured and unsecured debt issued by Digicel International Finance Limited ("DIFL") and Digicel Intermediate Holdings Limited ("DIHL").
  • In addition, certain notes issued by Digicel Limited ("DL") and subordinated notes issued by DIFL were equitized.
  • In connection with the Restructuring, the board of directors of the reorganized Group has been reconstituted as a nine-member board, including Rajeev Suri as Chairman.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Comments on Shareholder Having to File an Application in the British Virgin Islands High Court for an Order for a Timely Special Meeting of Shareholders to be Held

Retrieved on: 
Thursday, December 7, 2023

The action was taken by the beneficial owner of Dazheng Group.

Key Points: 
  • The action was taken by the beneficial owner of Dazheng Group.
  • An injunction is being sought as a protective measure to preserve the status quo so that a timely and meaningful shareholder meeting can be held.
  • Otherwise if the Board continues on its planned course of action it will directly frustrate the clear wishes of the shareholders.
  • UBS AG Hong Kong Branch1 is serving as financial advisor to leaders of the consortium, Recco Control Technology and Dazheng Group.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Issues Statement on Hollysys’ Announced Special Meeting

Retrieved on: 
Monday, November 27, 2023

Buyer consortium (“the consortium”) led by Recco Control Technology Pte.

Key Points: 
  • Buyer consortium (“the consortium”) led by Recco Control Technology Pte.
  • Ltd. (“Recco Control Technology”) and Dazheng Group (Hong Kong) Investment Holdings Company Limited (“Dazheng Group”) today reiterates its all-cash proposal of US$26.50 per share for Hollysys Automation Technologies Ltd. (NASDAQ: HOLI) (“Hollysys”).
  • Members of the consortium also include TFI Asset Management Limited, and Great Wall Capital Co., Ltd, who have entered into a memorandum of strategic cooperation with Recco Control Technology and Dazheng Group in connection with the proposed acquisition of Hollysys.
  • UBS AG Hong Kong Branch1 is serving as financial advisor to leaders of the consortium, Recco Control Technology and Dazheng Group.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Urges the Directors of Hollysys to Convene the Special Meeting of Shareholders and the Special Committee to Move Forward with a Transparent and Genuine Sale Process

Retrieved on: 
Monday, November 13, 2023

The consortium also calls on the directors of Hollysys to respect the rights of its shareholders and convene the legitimately requested special meeting immediately.

Key Points: 
  • The consortium also calls on the directors of Hollysys to respect the rights of its shareholders and convene the legitimately requested special meeting immediately.
  • Ascendent Capital Partners, which holds 13.7% of the shares, has also publicly called on the directors of Hollysys to convene the special meeting.
  • This brings the total shareholders requiring the directors to convene the special meeting to 46%.
  • UBS AG Hong Kong Branch is serving as financial advisor to leaders of the consortium, Recco Control Technology and Dazheng Group.

Notice of petition for winding-up of Airstream Investment LTD.

Retrieved on: 
Tuesday, November 28, 2023

LOS ANGELES, Nov. 28, 2023 /PRNewswire/ -- TAKE NOTICE that a petition for an order that AIRSTREAM INVESTMENT LTD., whose registered office is situated at c/o Hermes Corporate Services Ltd., 5th Floor, Zephyr House, 122 Mary Street, George Town Grand Cayman KY1-1206, Cayman Islands. (the "Company") be put into liquidation and wound up in accordance with the provisions of the Companies Act (2023 REVISION) has been presented to the Grand Court of the Cayman Islands, CAUSE NO: FSD 329 OF 2023 (IKJ).

Key Points: 
  • LOS ANGELES, Nov. 28, 2023 /PRNewswire/ -- TAKE NOTICE that a petition for an order that AIRSTREAM INVESTMENT LTD., whose registered office is situated at c/o Hermes Corporate Services Ltd., 5th Floor, Zephyr House, 122 Mary Street, George Town Grand Cayman KY1-1206, Cayman Islands.
  • The petition was presented by I-Tiger Global Investment Management Limited a Cayman Islands Exempted Company, with its registered office at Harneys Fiduciary (Cayman) Limited, 4th Floor, Harbour Place, 103 South Church Street, P.O.
  • Copies of the petition and supporting affidavits may be obtained free of charge from the Petitioner's attorneys, Conyers Dill & Pearman LLP at SIX, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman, Cayman Islands KY1-1111.
  • Any person who intends to appear and be heard on the hearing of the petition shall give at least 3 days' notice of that person's intention to the Petitioner's attorneys.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Responds to Hollysys’ Misleading and Alarming Statements Seeking to Disenfranchise Shareholders

Retrieved on: 
Tuesday, October 31, 2023

Buyer consortium (“the consortium”) led by Recco Control Technology Pte.

Key Points: 
  • Buyer consortium (“the consortium”) led by Recco Control Technology Pte.
  • Despite the valid request from shareholders representing significant ownership in the Company, Hollysys has to date refused to call a special meeting.
  • The consortium calls on the board of Hollysys to respect the rights of its shareholders and convene the special meeting immediately.
  • UBS AG Hong Kong Branch is serving as financial advisor to leaders of the consortium, Recco Control Technology and Dazheng Group.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Responds to Hollysys’ Update on Sale Process

Retrieved on: 
Tuesday, October 24, 2023

Buyer consortium (“the consortium”) led by Recco Control Technology Pte.

Key Points: 
  • Buyer consortium (“the consortium”) led by Recco Control Technology Pte.
  • Ltd. (“Recco Control Technology”) and Dazheng Group (Hong Kong) Investment Holdings Company Limited (“Dazheng Group”) today issued a statement regarding Hollysys Automation Technologies Ltd.’s (NASDAQ: HOLI) (“Hollysys”) update on its ongoing sale process and disclosure of a supposed management-backed buyout proposal.
  • In that regard, the Consortium believes shareholders should be aware of the full context regarding the ongoing sale process and relevant history regarding unsolicited takeover proposals at Hollysys.
  • As part of an independent and transparent sale process, the Consortium seeks to proactively provide an update to shareholders on recent engagement between the Consortium and the Special Committee.

Buyer Consortium Led by Recco Control Technology and Dazheng Group Issues Statement on Hollysys’ Formal Sale Process

Retrieved on: 
Thursday, October 5, 2023

Buyer consortium (“the consortium”) led by Recco Control Technology Pte.

Key Points: 
  • Buyer consortium (“the consortium”) led by Recco Control Technology Pte.
  • Ltd. (“Recco Control Technology”) and Dazheng Group (Hong Kong) Investment Holdings Company Limited (“Dazheng Group”) today issued a statement regarding Hollysys Automation Technologies Ltd.’s (NASDAQ: HOLI) (“Hollysys”) announcement that it has launched a formal sale process.
  • Members of the consortium also include TFI Asset Management Limited, and Great Wall Capital Co., Ltd, who have entered into a memorandum of strategic cooperation with Recco Control Technology and Dazheng Group in connection with the proposed acquisition of Hollysys.
  • The consortium welcomes Hollysys’ decision to explore strategic options to maximize value for its shareholders.

Golden Star Acquisition Corporation Announces Entering into a Merger Agreement with Gamehaus Inc.

Retrieved on: 
Monday, September 18, 2023

NEW YORK, Sept. 18, 2023 (GLOBE NEWSWIRE) -- Golden Star Acquisition Corporation (NASDAQ: GODN) (“Golden Star”), a publicly-traded special purpose acquisition company, and Gamehaus Inc. (“Gamehaus”), a mobile game publishing company, announced that they had entered into a definitive Business Combination Agreement (the “Merger Agreement”) for a business combination (the “Business Combination”).

Key Points: 
  • NEW YORK, Sept. 18, 2023 (GLOBE NEWSWIRE) -- Golden Star Acquisition Corporation (NASDAQ: GODN) (“Golden Star”), a publicly-traded special purpose acquisition company, and Gamehaus Inc. (“Gamehaus”), a mobile game publishing company, announced that they had entered into a definitive Business Combination Agreement (the “Merger Agreement”) for a business combination (the “Business Combination”).
  • As contemplated by the Merger Agreement, Gamehaus will operate through a publicly-traded holding company listed on the Nasdaq Stock Market.
  • The outstanding shares of Golden Star and Gamehaus will be converted into the right to receive shares of Pubco.
  • Becker & Poliakoff, Conyers Dill & Pearman LLP, and Deheng Shanghai Law Office are serving as legal advisors to Golden Star.

Chindata Group Enters into Definitive Agreement for "Going Private" Transaction

Retrieved on: 
Friday, August 11, 2023

As a result of the Merger, the Company will become a wholly owned subsidiary of Parent.

Key Points: 
  • As a result of the Merger, the Company will become a wholly owned subsidiary of Parent.
  • The Special Committee negotiated the terms of the Merger Agreement with the assistance of its independent financial advisor and legal advisors.
  • Morgan Stanley Asia Limited is serving as the financial advisor to the Bain Shareholders and their affiliates (the "Bain Parties").
  • In connection with the Merger, the Company will prepare and mail to its shareholders a proxy statement that will include a copy of the Merger Agreement.