SHENZHEN, China, Oct. 15, 2019 /PRNewswire/ -- Highpower
International, Inc. (NASDAQ: HPJ) ("Highpower" or the "Company"), a
developer, manufacturer, and marketer of lithium ion and
nickel-metal hydride (Ni-MH) rechargeable batteries, battery
management systems, and a provider of battery recycling, today
announced that independent proxy advisory firm Institutional
Shareholder Services (ISS) has recommended that Highpower's
stockholders vote FOR the proposal to adopt the Agreement and Plan
of Merger, dated as of June 28, 2019,
by and among HPJ Parent Limited ("Parent"), HPJ Merger Sub Corp., a
Delaware corporation and a
wholly-owned subsidiary of Parent ("Merger Sub"), and the Company
(the "Merger Agreement"), which provides for the Company's
acquisition by Parent through a merger of the Company with Merger
Sub (the "Merger"). Parent is an exempted company with limited
liability incorporated under the laws of the Cayman Islands and formed for the benefit of a
consortium consisting of Mr. Dang Yu
(George) Pan, the Company's Chairman and Chief Executive
Officer and a stockholder of the Company, Mr. Wen Liang Li, a director and stockholder of the
Company, Mr. Wen Wei Ma, a
stockholder of the Company, and Essence International Capital
Limited, a company incorporated in Hong
Kong.
The Highpower Special Meeting of Stockholders is scheduled to
take place on October 29, 2019 at
10:00 a.m. China Standard Time. The
meeting will be held at the Company's principal executive offices
located at Building A1, 68 Xinxia Street, Pinghu, Longgang,
Shenzhen, Guangdong, 518111, People's Republic of China. All stockholders
of record of Highpower common stock as of the close of business on
September 16, 2019 will be entitled
to vote their shares either in person or by proxy at the
stockholder meeting.
Highpower urges stockholders to follow the recommendation of ISS
by returning the previously mailed proxy/voting instruction card to
vote FOR the adoption of the Merger Agreement. If Highpower
stockholders have any questions or require assistance in voting
their shares of Highpower stock, they should call Okapi Partners,
LLC, Highpower's proxy solicitor for its special meeting, toll-free
at (877) 629-6357 (US), at (212) 297-0720 (US) or at (86)
17091046371 (China).
About Highpower International, Inc.
Highpower International was founded in 2001 and produces
high-quality Nickel-Metal Hydride (Ni-MH) and lithium-based
rechargeable batteries used in a wide range of applications such as
E-bikes, energy storage systems, power tools, medical equipment,
digital and electronic devices, personal care products, and
lighting, etc. Highpower's target customers are Fortune 500
companies and top 10 companies in each vertical segment. With
advanced manufacturing facilities located in Shenzhen, Huizhou, and Ganzhou of China, Highpower is committed to clean
technology, not only in the products it makes, but also in the
processes of production. The majority of Highpower International's
products are distributed to worldwide markets. Additional
information about the Company can be found at
http://www.highpowertech.com and in documents filed with the U.S.
Securities and Exchange Commission (the "SEC"), which are available
on the SEC's website at http://www.sec.gov.
Cautionary Statement Regarding Forward-Looking
Statements
All statements included in this press release, other than
statements or characterizations of historical fact, are
forward-looking statements. These forward-looking statements are
based on our current expectations, estimates and projections about
our industry, management's beliefs, and certain assumptions made by
us, all of which are subject to change. Forward-looking statements
can often be identified by words such as "anticipates," "expects,"
"intends," "plans," "predicts," "believes," "seeks," "estimates,"
"may," "will," "should," "would," "could," "potential," "continue,"
"ongoing," similar expressions, and variations or negatives of
these words. These forward-looking statements are not guarantees of
future results and are subject to factors, risks, uncertainties and
assumptions that could cause our actual results to differ
materially and adversely from those expressed in any
forward-looking statement, including (but not limited to): (1) the
occurrence of any event, change or other circumstances that could
give rise to the termination of the Merger Agreement, (2) the
inability to consummate the Merger due to the failure to obtain
stockholder approval for the adoption of the Merger Agreement
(including the affirmative vote of at least a majority of all
outstanding Shares unaffiliated with the consortium) or the failure
to satisfy other conditions to completion of the proposed
transaction, (3) risks related to the disruption of management's
attention from the Company's ongoing business operations due to the
proposed transaction and (4) the effect of the announcement of the
proposed transaction on the Company's relationships with its
customers, suppliers and business generally.
The forward-looking statements included in this press release
speak only as of the date hereof. Additional discussions of factors
affecting the Company's business and prospects are reflected under
the caption "Risk Factors" and in other sections of the Company's
Annual Report on Form 10-K for the Company's fiscal year ended
December 31, 2018, and other filings
made with the SEC. The Company expressly disclaims any intent or
obligation to update any forward-looking statements, whether
written or oral, that may be made from time to time by or on behalf
of the Company or its subsidiaries, whether as a result of new
information, changed circumstances or future events, or for any
other reason.
Additional Information about the Proposed Transaction
In connection with the proposed transaction, on September 30, 2019 the Company filed with the SEC
and has furnished (and upon request will furnish) to the Company's
stockholders a definitive proxy statement and other relevant
documents. INVESTORS AND STOCKHOLDERS ARE URGED TO READ CAREFULLY
AND IN THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED
WITH OR FURNISHED TO THE SEC, AS THEY CONTAIN IMPORTANT INFORMATION
ABOUT THE COMPANY, THE MERGER AND RELATED MATTERS. The Company's
stockholders also can obtain these documents, as well as other
filings containing information about the Company, the Merger and
related matters, without charge, from the SEC's website
(http://www.sec.gov). In addition, stockholders can obtain these
documents, without charge, by contacting the Company or Okapi
Partners, LLC at the following address and/or telephone number:
Highpower
International, Inc.
Building A1, 68
Xinxia Street
Pinghu Town, Longgang
District
Shenzhen, Guangdong,
518111
People's Republic of
China
Attention: Investor
Relations Manager
Telephone: +86 755
8968 7255 (China)/
+1-909-214-2482 (US)
|
Okapi Partners,
LLC
1212 Avenue of the
Americas, 24th Floor
New York, New York
10036
+ 1 (212) 297-0720
(US Main)
+ 1 (877) 629-6357
(US Toll-Free)
+86 17091046371
(China)
Email:
Highpower.Proxy@okapipartners.com
|
The Company and certain of its directors, executive officers and
other members of management and employees may, under SEC rules, be
deemed to be "participants" in the solicitation of proxies from the
Company's stockholders with respect to the Merger. Information
regarding the persons who may be considered "participants" in the
solicitation of proxies is set forth in the proxy statement and
other relevant documents filed with the SEC. Additional information
regarding the interests of such potential participants is included
in the proxy statement and the other relevant documents filed with
the SEC.
View original
content:http://www.prnewswire.com/news-releases/iss-recommends-stockholders-vote-for-highpower-internationals-merger-300938508.html
SOURCE Highpower International, Inc.