SOPHARMA (SPH): Notification - Approval for transformation - raport 19
UNI - EN REPORT No19/2017
Sopharma AD (the “Company”) notifies that on 25 April 2017 the Financial Supervision Commission approved the Contract for transformation through merger and the additional annex to it, signed on 31 January 2017 between Sopharma AD, hereinafter referred to as "Acquirer" and Medica AD, hereinafter referred to as "Acquiree" in accordance with the requirements of art. 262d and following of the Commercial Act (CA). As a result the assets of Medica AD shall be transferred to Sopharma AD and the latter shall become its legal successor. Medica AD will be terminated without liquidation. The Financial Supervision Commission also approved the reports of the management of the two companies, prepared in accordance with the regulations of art.262i of the CA and the reports of the appointed examiners of the participants in the transformation under art. 262M of the CA from 13 October 2014.
As a result of the merger, all shareholders of the Acquiree Medica AD, with the exception of the Acquirer Sopharma AD, which is also a shareholder of the Acquiree, will receive shares of Sopharma AD and become shareholders of it. Against one share of Medica AD each shareholder pursuant to art. 261b, art. 1 of the CA shall receive 0.8813 shares of the capital of Sopharma AD.
The merger is subject to approval by the shareholders of the two companies on the respective General Meetings.
