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Cenntro Electric Group Limited Announces Proposed Re-domiciliation to the United States

FREEHOLD, N.J.--(BUSINESS WIRE)-- Cenntro Electric Group Limited (NASDAQ: CENN) (“Cenntro” or “the Company”), a leading EV technology company with advanced,

articleCenntro Inc.September 11, 20235/company/cenntro-electric-group-ltd/news/cenntro-electric-group-limited-announces-proposed-re-domiciliation-to-the-united-states
Cenntro Electric Group Limited Announces Proposed Re-domiciliation to the United States

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[{"type":"text","content":" FREEHOLD, N.J.--(BUSINESS WIRE)--\nCenntro Electric Group Limited (NASDAQ: CENN) (“Cenntro” or “the Company”), a leading EV technology company with advanced, market-validated electric commercial vehicles, is pleased to announce its intention to re-domicile from Australia to the United States of America (\"U.S.\") by way of scheme of arrangement undertaken in accordance with the requirements of the Australian Corporations Act 2001 (Cth) (\"Scheme\").\n\n\nTo implement the re-domiciliation, Cenntro has entered into a scheme implementation agreement dated September 8, 2023 (\"Scheme Implementation Agreement\") with Cenntro Inc. (“HoldCo”), a new U.S. company incorporated in accordance with the laws of Nevada for the purpose of effecting its re-domiciliation to the U.S. Pursuant to the terms of the Scheme which HoldCo will acquire all of the ordinary shares in Cenntro (“Cenntro Shares”) and eligible holders of Cenntro Shares (\"Cenntro Shareholders\") will receive one share of common stock of HoldCo (\"HoldCo Shares\") in exchange for each Cenntro Share held by that Cenntro Shareholder at the record date for the Scheme and transferred to HoldCo under the Scheme.\n\n\nThe Scheme is subject to court approval in Australia, as well as approval by Cenntro Shareholders.\n\n\nIf the Scheme is implemented, Cenntro will become a wholly owned subsidiary of HoldCo. Cenntro will be de-listed from the Nasdaq Capital Market (“Nasdaq”). HoldCo will apply for HoldCo to be listed on Nasdaq, effective upon the implementation of the Scheme.\n\n\nReasons for re-domiciliation\n\n\nAfter carefully considering the relative merits of the re-domiciliation, the directors of Cenntro are of the view that the advantages materially outweigh the disadvantages. In particular, the board believes that the re-domiciliation would provide the following potential benefits:\n\n\n\nPosition the Cenntro group more appropriately, as its ultimate holding company will, following implementation of the Scheme, be domiciled in the U.S. and listed domestically on the Nasdaq;\n\n\n\nSeek to provide the Cenntro group more opportunities to pursue future corporate development and strategic growth initiatives while at the same time seeking to reduce the risk of the Cenntro group's activities being subject to the approval of the Committee on Foreign Investment in the United States;\n\...

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