Shareholders of China Ming Yang Wind Power Group Limited voted in favour of the proposal to authorize and approve the previously announced agreement and plan of a merger which if completed would resulted in the privatisation of the company.
The merger by and among Ming Yang, Zhongshan Ruisheng Antai Investment, Regal Concord Limited, and Regal Ally Limited, would lead to Regal Ally Limited being merged with and into Ming Yang, with Ming Yang as the surviving company.
Ming Yang’s shareholders voted in favor of the proposal to authorize and approve any and all transactions contemplated by the merger agreement.
A two-thirds majority of the voting power represented by the ordinary shares of the company present and voting in person or by proxy at the extraordinary general meeting was required for approving the merger.
The parties currently expect to complete the merger as soon as practicable and in accordance with the terms of the agreement, subject to the satisfaction or waiver of the conditions set forth.
Upon completion of the merger, Ming Yang will become a privately held company and its American depositary shares, each representing one ordinary share, will no longer be listed on any stock exchange, including the New York Stock Exchange.
As previously reported, Ming Yang received a proposal letter from its Chairman and Chief Executive Officer Chuanwei Zhang to buy all of the outstanding ordinary shares of the NYSE-listed company not already in his ownership through a “going-private” transaction in November 2015.
Zhang, who currently controls 33% of Ming Yang’s shares, leads the consortium of investors which offered to buy all of the remaining shares in the turbine manufacturer at a price of USD 2.51 per American Depository Share or ordinary share in cash.
The consortium intends to fund the merger through a combination of cash contributions from the investors pursuant to equity commitment letters in an amount of USD 124 million, and debt financing in an amount up to USD 106 million, pursuant to a debt commitment letter provided by China Construction Bank Guangdong Branch.
The company’s Board of Directors accepted Zhang’s offer in February 2016.