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Result of EGM

Result of EGM.

articleMti Wireless Edge LtdJuly 18, 20183/company/mti-wireless-edge-ltd/news/result-of-egm-151
Result of EGM

About this update from Mti Wireless Edge Ltd

[{"type":"text","content":"\n \nRNS Number : 0557V MTI Wireless Edge Limited 18 July 2018  \n\n \n18 July 2018 \n \nMTI Wireless Edge Ltd\n(\"MTI\" or the \"Company\")\n \nRESULT OF EGM \nMTI Wireless Edge Ltd (AIM: MWE), a market leader in the manufacture of flat panel antennas for fixed wireless broadband and a wireless irrigation solutions provider, announces that the resolution to approve the proposed merger (the \"Merger\") between the Company and MTI Computers & Software Services (1982) Ltd (\"MTIC\") that was put to shareholders at the extraordinary general meeting of the Company held earlier today has been passed, via the required special majorities voting. \nThe Company also announces that the shareholders of MTIC have also approved the Merger at a separate shareholder meeting held earlier today. \nFollowing today's approvals of the Merger, the completion of the Merger pursuant to the terms of the Merger Agreement remains contingent upon the fulfilment of the following conditions precedent (\"Conditions Precedent\") by 30 August 2018, unless such date is extended by the merging companies, explicitly and in writing: \n·    MTIC and the Company obtaining a pre-ruling from the Israeli tax authorities with respect to the tax implications for them and for their respective shareholders as a result of the Merger, and, in so doing, obtaining a tax exemption with respect to the Merger and the deferment of a tax event for the shareholders of each of MTIC and the Company as a result of the Merger, until the realisation of their holdings in the Company. \n \n·    Obtaining the certification of the court for the Merger in the framework of the Scheme of Arrangement, and, consequently, obtaining the Court Order. \n \n·    On the date of completion, no court order that prohibits the implementation of the Merger will be pending. \nFurther announcements in respect of the fulfilment of the Conditions Precedent will be made as appropriate. \n \nFollowing the fulfilment of the Conditions Precedent, 31,600,436 ordinary shares of nominal value NIS 0.01 each in the capital of the Company (the \"Allotted Shares\") are to be issued to the MTIC Shareholders as part of the consideration for the Merger.  In addition, the 29,510,716 ordinary shares of nominal value NIS 0.01 each in the ca...

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