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LONDON - Crimson Tide plc, the developer of the mpro5 process management application, reported today that its shareholders have voted against a proposed all-share merger with Checkit plc. The decision was made during the Court Meeting and General Meeting held on the same day.
In the Court Meeting, the resolution to approve the merger scheme did not receive the required majority of votes from Crimson Tide Scheme Shareholders. Similarly, at the General Meeting, the special resolution presented failed to garner the requisite majority support from Crimson Tide Shareholders.
The specific voting outcomes at the Court Meeting showed 50.58% for and 49.42% against the merger, with a total of 4,746,714 Scheme Shares voted. At the General Meeting, 51.32% voted in favor while 48.68% opposed, with 5,031,186 Shares voted in total.
Following these results, the conditions for the merger as detailed in the Scheme Document have not been met, and consequently, the merger scheme has lapsed. Crimson Tide is no longer considered to be in an offer period under the Takeover Code.
Checkit now faces restrictions under Rule 35.1 of the Takeover Code, which prevents it from making an offer for Crimson Tide for 12 months following this announcement, unless the Panel on Takeovers and Mergers consents to waive these restrictions under specific circumstances.
Jacqueline Daniell, Chairman of Crimson Tide, expressed respect for the shareholders’ decision and indicated the company’s intention to focus on future business development. An update on the company’s financial year 2024 and current trading is expected to be provided in the next results announcement in April 2025.
The information for this article is based on a press release statement from Crimson Tide plc.
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