gategroup Publishes Invitation to Its Extraordinary General Meeting
OREANDA-NEWS. gategroup Holding AG today published the invitation to an Extraordinary General Meeting of Shareholders (“EGM”), to be held on Friday, July 29, 2016, in connection with the public tender offer (“Offer”) launched by HNA Aviation (Hong Kong) Air Catering Holding Co., Ltd., Hong Kong (“Offeror”), an indirect subsidiary of HNA Group Co., Ltd. (“HNA Group”), for all publicly held registered shares of gategroup.
Shareholders are called to vote on the election of the designated candidates of the Offeror and HNA Group, respectively as new members to the Board of Directors, the election of the new chairman as well as the new composition of the Compensation Committee. All members of the Board of Directors have already announced that they will resign from their office as members of the Board of Directors subject to the Offer being declared successful. The Board of Directors proposes to elect and re-elect, respectively as members to the Board of Directors of gategroup, subject to the condition precedent that the Offer is successful and effective as of the date of completion of the Offer, each for a one-year term extending until the next annual general meeting of shareholders: Adam Tan as new member and Chairman; Di Xin, Frank Nang, Stewart Gordon Smith and Xavier Rossinyol as new members; and Frederick W. Reid as member of the Board of Directors. A positive shareholder vote on these agenda items is a condition precedent for the successful completion of the Offer. Therefore, the Board of Directors recommends to vote in favor of the agenda items and the proposals of the Board of Directors.
Shareholders who have already tendered their shares, i.e. who have agreed to sell their shares to the Offeror subject to a successful Offer, retain their voting rights for this EGM and are kindly requested to register their shares (unless already done) and cast their votes.
The official, complete and legally binding invitation to the EGM with all agenda items, proposals and explanations by the Board of Directors is being sent today and is being published in the Swiss Commercial Gazette (Schweizerisches Handelsamtsblatt). This announcement is not an invitation to the Extraordinary General Meeting.gategroup is the leading independent global provider of products, services and solutions relating to a passenger’s onboard experience. It specializes in catering and hospitality; provisioning and logistics; and onboard products and services to companies that serve people on the move. In 2015, gategroup achieved a total revenue of CHF 3.0 billion and an adjusted EBITDA of CHF169.4 million. The company currently employs more than 28,000 people worldwide.