Leading Proxy Advisory Firm ISS Recommends SORL Stockholders Vote “FOR” Proposed Going-Private Transaction and Parent Ann...
27 Aprile 2020 - 10:57PM
SORL Auto Parts, Inc. (NASDAQ: SORL) (“
SORL”
or the “
Company”), a leading manufacturer and
distributor of automotive brake systems as well as other key
safety-related auto parts in China, today announced that
Institutional Shareholder Services Inc. (“
ISS”)
has recommended that SORL stockholders vote “FOR” the proposed
going private transaction for $4.72 per share of common stock in
cash, as contemplated in the Company’s previously announced
Agreement and Plan of Merger (the “
Merger
Agreement”), dated as of November 29, 2019, with Ruili
International Inc. (“
Parent”), and Ruili
International Merger Sub Inc. (“
Merger Sub”),
pursuant to which Merger Sub will be merged with and into the
Company (the “
Merger”), with the Company surviving
the Merger as a wholly-owned subsidiary of Parent.
ISS is a leading independent international proxy
advisory firm, and its voting analyses and recommendations are
relied upon by thousands of major institutional investment firms,
mutual funds and fiduciaries throughout the world.
The Company’s special meeting of stockholders
(the “Meeting”) to consider and vote on, among
other things, the proposal to adopt the Merger Agreement and the
transactions contemplated thereby, including the Merger, will be
held at 10 a.m. (Beijing time) on May 8, 2020. Due to the COVID-19
environment, stockholders are encouraged to vote promptly by
telephone or by Internet--by following the instructions indicated
on their proxy cards--to ensure that their shares are represented
at the Meeting. The Company notes that failing to vote has the same
effect as a vote Against the Merger.
The Company has retained Innisfree M&A
Incorporated as its proxy solicitor to assist it in connection with
its upcoming Meeting. Stockholders who have questions about the
Merger Agreement or the Merger, need additional copies of the
Company’s proxy materials, or need assistance in voting their
shares are encouraged to contact Innisfree M&A Incorporated by
phone at +1 (877) 825-8793 (TOLL-FREE from the U.S. and Canada) or
+1 (412) 232-3651 (from other countries). Banks and brokers may
call collet at +1 (212) 750-5833.
Parent has also informed the Company that Parent
(through its affiliate) has completed and obtained all of the
required regulatory approvals to consummate the Merger, including
the overseas investment registration with Zhejiang Provincial
Development and Reform Commission, the outbound investment
registration with Zhejiang Provincial Department of Commerce and
the registration with Rui’an branch of the State Administration of
Foreign Exchange of the People’s Republic of China.
If stockholder approval of the Merger Agreement
and the transactions contemplated thereby, including the Merger, is
obtained at the Meeting, subject to satisfaction of the other
closing conditions, the Merger is expected to be consummated
promptly thereafter. If and when completed, the Merger would result
in the Company becoming a privately-held company and its common
stock would no longer be listed on the NASDAQ.
The Company’s stockholders are urged to read
carefully and in their entirety the Company’s definitive proxy
materials, as they contain important information about the Company,
the proposed Merger and related matters.
About SORL Auto Parts, Inc.
As a global tier one supplier of brake and
control systems to the commercial vehicle industry, SORL Auto
Parts, Inc. (NASDAQ: SORL) is the market leader for commercial
vehicles brake systems, such as trucks and buses in China. The
Company distributes products both within China and internationally
under the SORL trademark. SORL is listed among the top 100 auto
component suppliers in China, with a product range that includes 65
categories with over 2000 specifications in brake systems and
others. The Company has four authorized international sales centers
in UAE, India, the United States and Europe. SORL is working to
establish a broader global sales network. For more information,
please visit http://www.sorl.cn.
Cautionary Statement Regarding
Forward-Looking Statements
All statements included in this press release,
other than statements or characterizations of historical fact, are
forward-looking statements. These forward-looking statements are
based on our current expectations, estimates and projections about
our industry, management’s beliefs, and certain assumptions made by
us, all of which are subject to change. Forward-looking statements
can often be identified by words such as “anticipates,” “expects,”
“intends,” “plans,” “predicts,” “believes,” “seeks,” “estimates,”
“may,” “will,” “should,” “would,” “could,” “potential,” “continue,”
“ongoing,” similar expressions, and variations or negatives of
these words. These forward-looking statements are not guarantees of
future results and are subject to factors, risks, uncertainties and
assumptions that could cause our actual results to differ
materially and adversely from those expressed in any
forward-looking statement.
Contact Information
Daisy Yu +86-135-6618-2034 +86-577-6581-7721
phyllis@sorl.com.cn
Kevin Theiss Investor Relations Awaken Advisors 212-521-4050
kevin@awakenlab.com
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