Jianhui Lai, Chairman of the board of directors and Chief Executive Officer of China Zenix Auto International completed the acquisition of remaining 30.47% stake in China Zenix Auto International Limited (OTCPK:ZXAI.Y).
This Proposal is subject to execution of the Definitive Agreements and is subject to customary closing conditions, including the approval of the shareholders representing a majority of the voting power of the outstanding Shares. Parent has agreed to vote and cause to be voted all Shares beneficially owned by it and its affiliates, which represent approximately 69.53% of the voting rights attached to the outstanding Shares as of October 18, 2021. The transaction is approved by the board of China Zenix Auto International Limited. The Board has established a special committee comprised of independent and disinterested directors to evaluate this proposal. The special committee unanimously recommended the Board to approve the transaction. As on January 21, 2022, the transaction is approved by the shareholders of China Zenix Auto. The committee will retain independent advisors, including independent financial and legal advisors, to assist it in this process. The transaction is expected to close during the first quarter of 2022.
Kevin Theiss of Awaken Advisors acted as advisor for China Zenix. Duff & Phelps, A Kroll Business operating as Kroll, LLC is serving as the financial advisor and fairness opinion provider to the Special Committee. Duff & Phelps was paid $0.27 million as engagement fee and will receive a fee of $0.27 million for its fairness opinion services. Fang Xue and Qi Yue of Gibson, Dunn & Crutcher LLP is serving as U.S. legal counsel to the Special Committee. Zhong Lun Law Firm is serving as legal counsel to the Buyer Group. Campbells LLP is serving as British Virgin Islands legal counsel to the Buyer Group. Yudong Zhao of Zhong Lun Law Firm and Virginia Tam of K&L Gates LLP acted as legal advisors for China Zenix Auto.
Jianhui Lai, Chairman of the board of directors and Chief Executive Officer of China Zenix Auto International completed the acquisition of remaining 30.47% stake in China Zenix Auto International Limited (OTCPK:ZXAI.Y) on January 26, 2022. China Zenix Auto International Limited will request the Financial Industry Regulatory Authority (FINRA) that listing for quotation of its ADSs on OTC Pink tier of the OTC Markets be suspended as of January 28, 2022 ,the Company intends to suspend its reporting obligations. As on February 2, 2022, the final amendment has been filed in relation to the merger.