Last checked at 6 Jun 2018 08:31
6 June 2018
MTI Wireless Edge Ltd
("MTI" or the "Company")
Proposed merger with MTI Computers & Software Services (1982) Ltd
The Israeli court approved the Company's application to convene an extraordinary general meeting
Further to the Company's announcements on 2 May 2018, 8 May 2018 and 30 May 2018, MTI Wireless Edge Ltd (AIM: MWE) announces that yesterday, it and its controlling shareholder, MTI Computers & Software Services (1982) Ltd ("MTIC"), received the approval of the Israeli court with respect to the their application requesting the court to order the convening of Extraordinary General Meetings of the shareholders of each company in accordance with Sections 350-351 of the Israeli Companies Law, 1999 (the "Court Order"). The Extraordinary General Meetings are being convened so that the MTI and MTIC shareholders may consider and, if thought fit, approve the proposed merger between the two companies in accordance with the terms of the merger agreement entered into on 1 May 2018, further details of which are set out in the Company's announcement of 2 May 2018 (the "Merger").
The key instructions included in the Court Order are, inter alia, as follows:
· the Company and MTIC are required to publish, without delay, a notice regarding the Court Order in accordance with the Israeli Companies Regulations;
· the Extraordinary General Meetings shall not be convened earlier than 21 days from the date of the Court Order
· following the Extraordinary General Meetings, the Company and MTIC shall publish the results of the meetings and act in accordance therewith; and
· the Company and MTIC are instructed to submit a copy of the application to court and the Court Order to the Israeli Securities Authority and the Official Receiver.
The date and additional details regarding the Extraordinary General Meeting of the shareholders of the Company will be provided in future announcements and in the circular to be sent to shareholders in connection with approval of the Merger.
For further information please contact:
MTI Wireless Edge Ltd Dov Feiner, CEO Moni Borovitz, Financial Director
| http://www.mtiwe.com/ +972 3 900 8900 |
Nominated Adviser and Joint Broker Allenby Capital Limited Nick Naylor Alex Brearley
| +44 20 3328 5656
|
Joint Broker
Peterhouse Corporate Finance Limited Lucy Williams Eran Zucker | +44 20 7469 0930 |
About MTI Wireless Edge
MTI is engaged in the development, production and marketing of high quality, low cost, flat panel antennas for commercial and for military applications. Commercial applications include: WiMAX; wireless networking; RFID readers; and broadband wireless access. With over 40 years' experience MTI supplies 100KHz to 90GHz antennas (including directional antennas and omni directional) for outdoor and indoor deployments, including smart antennas for WiMAX, Wi-Fi, public safety, RFID and base stations and terminals for the utility market. Military applications includes a wide range of broadband, tactical and specialized communications antennas, antenna systems and DF arrays installed on numerous airborne, ground and naval, including submarine, platforms worldwide.
Via its subsidiary, Mottech Water Solutions Ltd ("Mottech"), MTI is also a leading provider of remote control solutions for water and irrigation applications based on Motorola IRRInet state of the art control, monitoring and communication technologies. Mottech, headquartered in Israel, is the global prime distributor of Motorola for the IRRInet remote control solutions serving its customers worldwide through its subsidiaries and a global network of local distributers and representatives. It utilizes over 25 years of experience in providing its customers with remote control and management systems which ensure constant, reliable and accurate water usage, while reducing operational costs and maintenance costly expenses. Mottech activities are focused in the market segments of agriculture, water distribution, municipal and commercial landscape and wastewater and storm water reuse.