Genetron Health Announces Shareholders’ Approval of Merger Agreement
February 21 2024 - 6:00AM
Genetron Holdings Limited (“Genetron Health” or the “Company”,
NASDAQ: GTH), a leading precision oncology platform company in
China that specializes in offering molecular profiling tests, early
cancer screening products and companion diagnostics development,
announced today that at an extraordinary general meeting of
shareholders (the “EGM”) held today, the Company’s shareholders
voted in favor of, among other things, the proposal to authorize
and approve the previously announced agreement and plan of merger,
dated as of October 11, 2023 (the “Merger Agreement”), among the
Company, New Genetron Holding Limited (“Parent”) and Genetron New
Co Limited (“Merger Sub”), pursuant to which, Merger Sub will be
merged with and into the Company with the Company continuing as the
surviving company and becoming a wholly owned subsidiary of Parent
(the “Merger”), the plan of merger (the “Plan of Merger”) required
to be filed with the Registrar of Companies of the Cayman Islands,
and the transactions contemplated thereby, including the Merger.
Approximately 75.4% of the Company’s total ordinary shares
outstanding as of 5 p.m. New York City time on the record date of
February 9, 2024 voted in person or by proxy at the EGM. 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. If and when completed, the Merger would result in the
Company becoming a privately held company and the American
depositary shares (each representing fifteen (15) ordinary shares
of the Company) would no longer be listed on The Nasdaq Global
Market, and the Company’s ADS program would be terminated. In
addition, the Company’s ordinary shares would cease to be
registered under Section 12 of the Securities Exchange Act of 1934
following the consummation of the Merger.
About Genetron Holdings
Limited
Genetron Holdings Limited (“Genetron Health” or the “Company”)
(Nasdaq: GTH) is a leading precision oncology platform company in
China that specializes in cancer molecular profiling and harnesses
advanced technologies in molecular biology and data science to
transform cancer treatment. The Company has developed a
comprehensive oncology portfolio that covers the entire spectrum of
cancer management, addressing needs and challenges from early
screening, diagnosis and treatment recommendations, as well as
continuous disease monitoring and care. Genetron Health also
partners with global biopharmaceutical companies and offers
customized services and products. For more information, please
visit ir.genetronhealth.com.
Safe Harbor Statement
This press release contains forward-looking statements made
under the “safe harbor” provisions of Section 21E of the Securities
Exchange Act of 1934, as amended, and the U.S. Private Securities
Litigation Reform Act of 1995. These forward-looking statements can
be identified by terminology such as “will,” “expects,”
“anticipates,” “future,” “intends,” “plans,” “believes,”
“estimates” and similar statements. Genetron Health may also make
written or oral forward-looking statements in its periodic reports
to the SEC, in its annual report to shareholders, in press releases
and other written materials and in oral statements made by its
officers, directors or employees to third parties. Statements that
are not historical facts, including statements about Genetron
Health’s beliefs and expectations, are forward-looking statements.
Forward-looking statements involve inherent risks and
uncertainties. A number of factors could cause actual results to
differ materially from those contained in any forward-looking
statement, including but not limited to the following:
uncertainties as to how the Company’s shareholders will vote at the
meeting of shareholders; the possibility that competing offers will
be made; the possibility that financing may not be available; the
possibility that various closing conditions for the transaction may
not be satisfied or waived; the laws and regulations relating to
Genetron Health’s industry; the general economic and business
conditions; and assumptions underlying or related to any of the
foregoing. Further information regarding these and other risks is
included in Genetron Health’s filings with the SEC. All information
provided in this announcement and in the attachments is as of the
date of this press release, and Genetron Health does not undertake
any obligation to update any forward-looking statement, except as
required under applicable law.
Investor Relations ContactEmail:
ir@genetronhealth.com
Genetron (NASDAQ:GTH)
Historical Stock Chart
From Apr 2024 to May 2024
Genetron (NASDAQ:GTH)
Historical Stock Chart
From May 2023 to May 2024