- Hollysys intends to hold special
meeting of shareholders in January
2024
- Special Committee continues sale
process in expedited manner
BEIJING, Nov. 22,
2023 /PRNewswire/ -- Hollysys Automation Technologies
Ltd. (NASDAQ: HOLI) ("Hollysys" or the "Company") today announced
its intention to hold a special meeting of shareholders in the week
commencing January 22, 2024 following
the requests of certain shareholders to convene a special meeting.
The decision follows the outcome of the hearing at the Hong Kong
High Court with respect to the ownership and control of Ace Lead
Profits Limited ("Ace Lead"), one of the requisition shareholders,
and its shares in the Company.
The board of directors of the Company (the "Board") has set
November 27, 2023 as the record date
for determining the shareholders that are entitled to vote at the
special meeting. A proxy statement for the special meeting will be
furnished with the SEC in the coming weeks. The proxy statement
will specify detailed proposals to be voted on by shareholders at
the special meeting, as well as the Board's recommendations for
each of such proposals, which include increasing the maximum Board
size from five to eleven and appointing six director candidates put
forward by the requisition shareholders to the Board.
In a statement, the members of the Board stated: "The Board
acknowledges that a substantial number of shareholders have called
for a special meeting to bring forward resolutions on Board
structure. The Board respects the right of shareholders and will
move forward with one in January."
The Special Committee of the Board has made positive progress
with respect to the sale process and will continue the sale process
in an expedited manner. The Special Committee has had productive
communications with a number of bidders. Certain bidders have
proceeded to the confirmatory due diligence stage, while
negotiating definitive agreements in parallel. While there can be
no assurances, the Special Committee is hopeful that the Company
will be in a position to execute a merger agreement by mid-December
and will provide timely updates to the market and shareholders.
The Board confirms that the shareholding threshold required for
the requisition shareholders to request the convention of a special
meeting in accordance with the Company's Memorandum and Articles of
Association has been met as of the demand record date of
September 6, 2023. As such, the
Company will duly convene a special meeting.
About Hollysys Automation Technologies Ltd.
Hollysys is a leading automation control system solutions
provider in China, with overseas
operations in eight other countries and regions throughout
Asia. Leveraging its proprietary
technology and deep industry know-how, Hollysys empowers its
customers with enhanced operational safety, reliability,
efficiency, and intelligence which are critical to their
businesses. Hollysys derives its revenues mainly from providing
integrated solutions for industrial automation and rail
transportation. In industrial automation, Hollysys delivers the
full spectrum of automation hardware, software, and services
spanning field devices, control systems, enterprise manufacturing
management and cloud-based applications. In rail transportation,
Hollysys provides advanced signaling control and SCADA (Supervisory
Control and Data Acquisition) systems for high-speed rail and urban
rail (including subways). Founded in 1993, with technical expertise
and innovation, Hollysys has grown from a research team
specializing in automation control in the power industry into a
group providing integrated automation control system solutions for
customers in diverse industry verticals. As of June 30, 2023, Hollysys had cumulatively carried
out more than 45,000 projects for approximately 23,000 customers in
various sectors including power, petrochemical, high-speed rail,
and urban rail, in which Hollysys has established leading market
positions.
Safe Harbor Statements
This release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical fact included
herein are "forward-looking statements," including statements
regarding the ability of the Company to achieve its commercial
objectives; the business strategy, plans and objectives of the
Company; growth in financial and operational performance of the
Company; and any other statements of non-historical information.
These forward-looking statements are often identified by the use of
forward-looking terminology such as "will," "expects,"
"anticipates," "future," "intends," "plans," "believes,"
"estimates," "target," "confident," or similar expressions involve
known and unknown risks and uncertainties. Such forward-looking
statements, based upon the current beliefs and expectations of
Hollysys' management, are subject to risks and uncertainties, which
could cause actual results to differ from the forward-looking
statements. Although the Company believes that the expectations
reflected in these forward-looking statements are reasonable, they
do involve assumptions, risks and uncertainties, and these
expectations may prove to be incorrect. Investors should not place
undue reliance on these forward-looking statements, which speak
only as of the date of this press release. The Company's actual
results could differ materially from those anticipated in these
forward-looking statements as a result of a variety of factors,
including those discussed in the Company's reports that are filed
with the Securities and Exchange Commission and available on its
website (http://www.sec.gov). All forward-looking statements
attributable to the Company or persons acting on its behalf are
expressly qualified in their entirety by these factors. Other than
as required under the securities laws, the Company does not assume
a duty to update these forward-looking statements.
Contact Information
Company Contact:
Hollysys Automation Technologies Ltd.
www.hollysys.com
+8610-5898-1386
investors@hollysys.com
Media Contacts (Hong Kong and
New York):
Brunswick Group
hollysys@brunswickgroup.com
Daniel Del Re (Hong Kong)
ddelre@brunswickgroup.com
+852 9255 5136
Libby Lloyd (New York)
llloyd@brunswickgroup.com
+1 347 283 3871
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SOURCE Hollysys Automation Technologies Ltd