Proposed Delisting via Merger of BenevolentAI into Osaka Holdings S.à r.l. and Publication of Notice of Extraordinary General Meeting
Summary
By eliminating the significant costs associated with its public status, including legal, regulatory, financial, and administrative overheads, the Company can redeploy this capital towards core business activities that drive innovation and product development. If the Resolutions are passed at the EGM, the Merger will become effective once both BenevolentAI and Osaka Holdings have adopted the concurring approval decisions during their respective general meetings on the same day. In connection with the Merger, there is a resolution to cancel BenevolentAI’s existing treasury shares, which were originally issued and subsequently redeemed by the Company as part of the 2022 deSPAC process. "After careful review and, in particular, consideration of the costs attributable to the Company maintaining its listing on Euronext, the Board has unanimously concluded that the proposed Delisting is in the best interests of BenevolentAI and its shareholders. The proposed Delisting is a crucial component of the Company’s capital allocation and fiscal efficiency.” The EGM will be held on 12 March 2025 at 10 a.m. CET at 2, place Winston Churchill, L-1340 Luxembourg.