IsZo Capital Provides Update on Nam Tai’s Appeal of Voided Private Placement
June 27 2021 - 7:00PM
Business Wire
Hearing Pertaining to Nam Tai’s Appeal of
Eastern Caribbean Supreme Court’s March 2021 Ruling Against the
Company has Concluded
Eastern Caribbean Court of Appeal Recognized
the Matter’s Urgency and Indicated it Will Render a Decision as
Soon as Possible
IsZo Capital Management LP (together with its affiliates,
“IsZo”), which beneficially owns approximately 13.1% of the
outstanding shares of Nam Tai Property Inc. (NYSE: NTP) (“Nam Tai”
or the “Company”), today provided an update regarding the Company’s
appeal to the Eastern Caribbean Court of Appeal (the “Court of
Appeal”) of the Eastern Caribbean Supreme Court’s (the “Court”)
ruling against Nam Tai, Kaisa Group Holdings Limited’s (HKG: 1638)
(“Kaisa”) wholly-owned subsidiary Greater Sail Limited and West
Ridge Investment Company Limited. The Court’s March 2021 ruling
voided Nam Tai’s $170 million private placement and found that the
Company’s Board of Directors (the “Board”) acted for an improper
purpose when initiating the dilutive transaction in October
2020.
As a reminder, the Court determined that execution of the
private placement was a breach of the directors’ fiduciary duties
and was undertaken to give Kaisa de facto control of the Company
following a requisition from approximately 40% of the outstanding
shares to convene a meeting of Nam Tai shareholders (the “Special
Meeting”) to remove and replace the Kaisa-affiliated Board members.
The Court also ordered Nam Tai to hold the Special Meeting, and
nearly 60% of Nam Tai’s outstanding shares (which represents over
94% shareholder support excluding Kaisa’s shares) voted to remove
the Kaisa-affiliated directors and install IsZo’s slate prior to
the Court of Appeal granting a stay that adjourned the Special
Meeting until after Nam Tai’s appeal regarding the validity of the
private placement is heard and decided.
Nam Tai’s appeal hearing before the Court of Appeal concluded
on June 16, 2021. The full transcript from the hearing will be
posted to www.FixNTP.com once it is available.
The Court of Appeal recognized the urgency of the matter by
agreeing to hear the appeal on a compressed timetable and indicated
it would render its decision on the appeal as soon as possible.
No estimated date for the decision was provided.
Following the Court of Appeal’s ruling, IsZo intends to promptly
provide an update to shareholders. IsZo remains fully committed to
delivering boardroom change and installing directors with a vision
for unlocking the intrinsic value of Nam Tai’s property portfolio,
which we believe is at least $40 per share in value.
Shareholders interested in learning more
should contact our solicitor, Saratoga Proxy Consulting, at
info@saratogaproxy.com or (212) 257-1311. We also encourage
shareholders to learn more about our slate and sign up for
important updates by visiting www.FixNTP.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20210627005056/en/
For Investors: Saratoga Proxy Consulting LLC John Ferguson / Joe
Mills, 212-257-1311 jferguson@saratogaproxy.com /
jmills@saratogaproxy.com
For Media: Profile Charlotte Kiaie, 347-343-2999
ckiaie@profileadvisors.com
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