SLM Solutions Group AG: Cash compensation for merger squeeze-out determined at EUR 18,89
Disclosure of inside information pursuant to Article 17 of Regulation (EU) No 596/2014
SLM Solutions Group AG: Cash compensation for merger squeeze-out determined at EUR 18,89
Luebeck, May 30, 2023 – Today, Nikon AM. AG has confirmed its request to carry out a merger squeeze-out dated February 10, 2023 vis-à-vis SLM Solutions Group AG (ISIN shares: DE000A111338, DE000A30VLG2, DE000A289BJ8 and DE000A30VLH0, the “Company”) and concretized this request by determining the cash compensation for the intended transfer of the shares of the minority shareholders of the Company as part of of the merger squeeze-out pursuant to Section 62(1) and (5) the German Transformation Act (Umwandlungsgesetz – “UmwG”) in conjunction with Sections 327a et seqq. of the German Stock Corporation Act (Aktiengesetz – AktG) at EUR 18,89 (the “Cash Compensation”).
The Management Board (Vorstand) of the Company intends to convene the ordinary general shareholders’ meeting of the Company for July 13, 2023 and to propose to the shareholders to pass a resolution pursuant to Section 62(5) UmwG in conjunction with Section 327a AktG on the transfer of the shares of the minority shareholders of the Company to Nikon Am. AG in its capacity as majority shareholder in return for the Cash Compensation.
The conclusion and notarization of the merger agreement between the Company and Nikon AM. AG is planned for June 5, 2023.
The effectiveness of the merger squeeze-out is still subject to the resolution by the general shareholders’ meeting of the Company and the registration of the transfer resolution and the merger in the commercial register at the registered seat of the Company and Nikon AM. AG, respectively.
Nikon AM. AG has reserved the right to revoke its transfer request until the time of the announcement of the agenda of the general shareholders’ meeting of the Company regarding the resolution on the transfer of the shares of the minority shareholders to the main shareholder.
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