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LONDON - Alliance Pharma (LON:ALAPH) PLC and Aegros Bidco Limited have jointly announced the adjournment of the critical Court Meeting and General Meeting initially scheduled for February 28, 2025. The decision to postpone these meetings to March 13, 2025, comes after Alliance Pharma sought additional time to discuss the terms of its acquisition by Aegros Bidco with its shareholders.
The acquisition, which was first agreed upon on January 10, 2025, is to be executed through a Court-sanctioned scheme of arrangement as per the Companies Act. The delay is intended to afford Alliance Pharma shareholders further opportunity to consider the proposed takeover by the company indirectly owned by DBAY Affiliates and the ERES IV Fund.
Alliance Pharma’s Board of Directors has recommended that shareholders do not attend the original meetings on February 28, as the only agenda item will be the adjournment. The rescheduled meetings will take place at Buchanan’s offices in London. Shareholders have been advised to submit their proxy forms no later than March 11, 2025, to ensure their votes are counted, though attendance in person is still an option.
For shareholders who have already submitted proxy forms and do not wish to alter their vote, no further action is required. Those who do wish to change their instructions have been provided with contact information for MUFG Corporate Markets for assistance.
In addition to the adjournment, Alliance Pharma has confirmed receipt of necessary foreign direct investment clearances from Italian and Irish authorities, satisfying two of the regulatory conditions for the acquisition. The completion of the takeover remains contingent on the fulfillment or waiver of other conditions and the Court’s approval of the arrangement scheme.
The Alliance Directors maintain their unanimous recommendation for shareholders to vote in favor of the cash offer at the rescheduled Court Meeting and support the resolution at the General Meeting. However, they have not advised on the fairness of the alternative offer, leaving shareholders to decide without a formal recommendation from the board.
This news is based on a press release statement from Alliance Pharma PLC.
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