SimiGon Limited Update to proposed Merger & Delisting (9039C)
February 25 2022 - 9:15AM
UK Regulatory
TIDMSIM
RNS Number : 9039C
SimiGon Limited
25 February 2022
SimiGon Ltd.
("SimiGon" or the "Company")
Update related to a new lawsuit with regards to the merger
transaction with Maxify Solutions, Inc. and application for a
restraining order with respect to the delisting
SimiGon Ltd. (LON: SIM) wishes to update its shareholders that
with regards to the merger transaction with Maxify Solutions Inc.
that was approved by SimiGon's shareholders of February 18, 2022
(the "Merger").
On February 20, 2022, Mr. Gal Erez, a holder of 2,050,000 Shares
of the Company constituting approximately 4% the share capital of
the Company, filed a lawsuit in the Tel Aviv District Court against
the Company and Mr. Amos Vizer requesting certain remedies for the
removal of alleged minority shareholders oppression (the "Lawsuit")
and submitted an application for a restraining order in order to
prevent the cancelation of the admission of the Company's Ordinary
Shares to trading on the AIM Market (the "Cancellation").
The remedies sought by Mr Erez pursuant to the Lawsuit include
(in summary) the expropriation of control from Mr Vizer, the
cancellation of the proposed delisting of the Company's shares from
AIM, the cancelation of the Merger, the repurchase of Mr Vizer's
shares in the Company, and the granting to minority shareholders of
the right to appoint the Company's board, and/or other remedy that
the court might deem appropriate to remove the alleged oppression.
Additional information can be found on the Company's website at:
https://www.simigon.com/ge-further-information .
On February 21, 2022 the court issued an ex parte temporary
restraining order with respect to the Cancellation . Responses are
required to be filed by February 28, 2022 and a hearing on the
matter is expected shortly thereafter.
The Company is in the process of preparing an application
requesting cancelation of the ex parte temporary restraining order
and intends to vigorously defend the Lawsuit and believes that it
has cogent claims and defences in this regard. The Company has
notified its insurers with respect to the Lawsuit and the
restraining order .
Pending further updates with regard to the foregoing, there is
currently no update to the expected timetable for the Merger and
Cancellation. Further announcements and updates will be provided as
appropriate.
Enquiries:
SimiGon Ltd
Ami Vizer, Chief Executive Officer and Tel: +1 (407) 951
Executive Chairman 5548
Efi Manea, Chief Financial Officer
www.simigon.com
finnCap (NOMAD & Broker)
Henrik Persson / Milesh Hindocha (Corporate Tel: +44 (0) 20
Finance) 7220 0500
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END
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