The Extraordinary General Meeting of Delta Technologies Plc, listed in the Standard category of the Budapest Stock Exchange, was held today. During the General Meeting, the company informed its shareholders about the steps planned to be taken for the listing of the shares issued in the framework of the capital increase and about the company's current financial and asset situation. The General Meeting approved both the resolutions falling within its remit and those presented for information.
The primary objective of the Extraordinary General Meeting was to facilitate the implementation of the steps necessary for the early listing of the shares issued in the context of the capital increases initiated on 22 May 2019 and 9 December 2019. To this end, the Company informed the General Meeting of the reasons for the delay in the authorisation procedures for the issues and presented to the General Meeting the steps it intends to take to achieve the listing of the shares issued under the capital increases and the expected timing of these steps.
The main objectives of the action plan are the early completion of the ongoing share issues, the final resolution of the concerns raised during the approval procedures related to these capital increases, and the preservation of the ownership structure established by the sale and purchase agreement between Delta Technologies Plc. and Deltagroup Holding Zrt. related to the acquisition of Delta Systems Kft.
In line with these objectives, the first measure of the plan is the cancellation of 125,000,000 ordinary shares issued to Deltagroup Holding Zrt. in the capital increase initiated on 9 December 2019. With this measure, the company aims to definitively address the concerns raised regarding the valuation of Delta Systems Ltd. Thereafter, in order to maintain the ownership of Delta Technologies Plc, a number of ordinary shares equal to the number of shares to be withdrawn in the capital transfer may be issued to Deltagroup Holding Zrt. in a private placement. The listing of these newly issued shares is planned to take place in February 2022.
As the aforementioned measures also affect the sale and purchase agreement of Delta Systems Ltd, Delta Technologies and Deltagroup Holding will sign a settlement agreement as part of the action plan. In the contract, the parties stipulate that they will not assert any claims against each other in connection with the sales contract on the grounds of possible breach of contract.
For the elements of the action plan that fall within the competence of the General Meeting - the planned capital transfer and the related amendment of the Articles of Association - the General Meeting decided to approve the measures, while for the other measures it also expressed its approval.
At the General Meeting, the Board of Directors of Delta Technologies also provided information on the financial situation of the company, which was also approved by the General Meeting. The information concerned both the company's financial statements as at 30 June 2020, the errors found therein, the correction of those errors and the restatement of the consolidated condensed interim financial statements as at 31 December 2020 showing the effects of the correction.
Zoltán Csontos, Chairman of the Board of Directors of Delta Technologies, said that it was considered extremely important that the General Meeting - in connection with the implementation of the action plan drawn up in connection with the share listing - also express its support for the elements within the Board of Directors' competence, in addition to the decisions within its competence. This will fully preserve the coherence of the action plan, which will significantly facilitate the forthcoming share flotation.
