- Proposal on behalf of management team offers
U.S. $25 per share -
- Sale
process continues as Special Committee engages other
parties-
BEIJING, Oct. 24,
2023 /PRNewswire/ -- Hollysys Automation Technologies
Ltd. (NASDAQ: HOLI) ("Hollysys" or the "Company") today announced
that its special committee of independent directors (the "Special
Committee") has received a non-binding proposal (the "Management
Buyout Offer") from representatives of the management team, Lei
Fang and Yue Xu, the Company's Co-Chief Operating Officers, to
acquire all of the outstanding ordinary shares of the Company they
do not already own for a cash consideration of U.S. $25.00 per ordinary share as part of a
taking-private transaction. The proposal does not constitute a
binding commitment with respect to the proposed transaction at this
current stage.
Ongoing Sale Process
As previously announced, on October 2,
2023, Hollysys formed a Special Committee of the Company's
independent directors to conduct a formal structured sale process.
In addition to reviewing the Management Buyout Offer, the Special
Committee and its advisors are conducting an expedited process to
solicit and review serious and compelling offers with the aim of
providing bidders with the opportunity to participate on a level
playing field.
No decision has been made at this point with respect to the
Management Buyout Offer or other offers. The Special Committee will
continue its engagement with other prospective bidder groups with a
focus on obtaining the best outcome for shareholders based on value
and certainty. It anticipates that it will take several more weeks
to establish a short-list of prospective bidders. It will provide
shareholders with timely material updates.
Special Meeting Request
As previously announced, the Company received notices of
intention on August 23, 2023 from
certain shareholders of the Company to request the board of
directors of the Company (the "Board") to convene a special meeting
of the shareholders, and the Board has set September 6, 2023 as the demand record date for
the purpose of determining the shareholders entitled to demand that
the Company convene a special meeting of the shareholders. On
October 20, 2023, the Company
received updated materials from shareholders with respect to such
request. The Board is evaluating the materials received and will
provide shareholders with timely updates on the process.
About Hollysys Automation Technologies Ltd.
Hollysys is a leading automation control system solutions
provider in China, with overseas
operations in eight other countries and regions throughout
Asia. Leveraging its proprietary
technology and deep industry know-how, Hollysys empowers its
customers with enhanced operational safety, reliability,
efficiency, and intelligence which are critical to their
businesses. Hollysys derives its revenues mainly from providing
integrated solutions for industrial automation and rail
transportation. In industrial automation, Hollysys delivers the
full spectrum of automation hardware, software, and services
spanning field devices, control systems, enterprise manufacturing
management and cloud-based applications. In rail transportation,
Hollysys provides advanced signaling control and SCADA (Supervisory
Control and Data Acquisition) systems for high-speed rail and urban
rail (including subways). Founded in 1993, with technical expertise
and innovation, Hollysys has grown from a research team
specializing in automation control in the power industry into a
group providing integrated automation control system solutions for
customers in diverse industry verticals. As of June 30, 2023, Hollysys had cumulatively carried
out more than 45,000 projects for approximately 23,000 customers in
various sectors including power, petrochemical, high-speed rail,
and urban rail, in which Hollysys has established leading market
positions.
Safe Harbor Statements
This release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical fact included
herein are "forward-looking statements," including statements
regarding the ability of the Company to achieve its commercial
objectives; the business strategy, plans and objectives of the
Company; growth in financial and operational performance of the
Company; and any other statements of non-historical information.
These forward-looking statements are often identified by the use of
forward-looking terminology such as "will," "expects,"
"anticipates," "future," "intends," "plans," "believes,"
"estimates," "target," "confident," or similar expressions involve
known and unknown risks and uncertainties. Such forward-looking
statements, based upon the current beliefs and expectations of
Hollysys' management, are subject to risks and uncertainties, which
could cause actual results to differ from the forward-looking
statements. Although the Company believes that the expectations
reflected in these forward-looking statements are reasonable, they
do involve assumptions, risks and uncertainties, and these
expectations may prove to be incorrect. Investors should not place
undue reliance on these forward-looking statements, which speak
only as of the date of this press release. The Company's actual
results could differ materially from those anticipated in these
forward-looking statements as a result of a variety of factors,
including those discussed in the Company's reports that are filed
with the Securities and Exchange Commission and available on its
website (http://www.sec.gov). All forward-looking statements
attributable to the Company or persons acting on its behalf are
expressly qualified in their entirety by these factors. Other than
as required under the securities laws, the Company does not assume
a duty to update these forward-looking statements.
Contact Information
Company Contact:
Hollysys Automation Technologies Ltd.
www.hollysys.com
+8610-5898-1386
investors@hollysys.com
Media Contacts (Hong Kong and
New York):
Daniel Del Re (Hong Kong)
Brunswick Group
ddelre@brunswickgroup.com
+852 9255 5136
Libby Lloyd (New York)
Brunswick Group
llloyd@brunswickgroup.com
+1 347 283 3871
View original
content:https://www.prnewswire.com/news-releases/hollysys-provides-update-on-ongoing-sale-process-and-special-meeting-request-discloses-offer-from-management-backed-buyer-group-301965922.html
SOURCE Hollysys Automation Technologies Ltd