Evolva Holding SA in liquidation: Nice & Green requests 3 agenda items be included in AGM agenda

Evolva Holding SA / Key word(s): AGMEGM

07-March-2024 / 07:00 CET/CEST
Release of an ad hoc announcement pursuant to Art. 53 LR
The issuer is solely responsible for the content of this announcement.

PRESS RELEASE | AD HOC ANNOUNCEMENT PURSUANT TO ART. 53 LR
 

Shareholder Nice & Green SA requests 3 agenda items to be included in the agenda of the upcoming Annual General Meeting; shareholder Pegasus Global Opportunity Fund Ltd crosses 10% threshold

Reinach, Switzerland, 7 March 2024 — Evolva Holding SA in liquidation (SIX: EVE) (“Evolva”) was informed yesterday by its largest shareholder Nice & Green SA that it wishes to include three items to the agenda of the Annual General Meeting (“AGM”) to be held on 12 April 2024. Moreover, Evolva was informed yesterday by shareholder Pegasus Global Opportunity Fund Ltd that it holds more than 10% of the EVE shares.

The first agenda item requests the revocation of the liquidation resolution, the second item the revocation of the delisting of the EVE shares from SIX Swiss Exchange, and the third item the introduction of an opting-out clause in Evolva’s articles of association. Nice & Green SA argues that approval of the three agenda items would allow Evolva to seize market opportunities in the area of public mergers and acquisitions, in particular so-called ‘reverse takeovers’. Reference is made to Nice & Green SA’s request letter and the explanations contained therein (available below in the ‘Documentation’ section).

The Board of Directors will review and discuss the agenda item requests and will comment in due course, at the latest at the publication of the AGM invitation. The AGM invitation is expected to be published on or about 22 March 2024.

Furthermore, shareholder Pegasus Global Opportunity Fund Ltd informed Evolva in a disclosure notification received yesterday that it now holds more than 10% of the EVE shares.

Documentation
Nice & Green SA letter including the request to include 3 agenda items at AGM 2024: [Link].
 

Important dates
12 April 2024  Annual General Meeting
 

Contact Evolva
Doris Rudischhauser
Head of Investor Relations and Corporate Communications
+41 79 410 81 88
dorisr@evolva.com
 

Disclaimer
This announcement is not an offer of securities into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered, pledged, sold, delivered or otherwise transferred, directly or indirectly, in the United States, except pursuant to an exemption from, or transaction not subject to, the registration requirements of the Securities Act. No public offering of securities is being made in the United States. Further, the securities referred to herein have not been and will not be registered under the applicable securities laws of Canada, Australia or Japan or under the applicable securities laws of any other jurisdiction where to do so might constitute a violation of such laws.             
This press release contains specific forward-looking statements, e.g. statements including terms like believe, assume, expect or similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of the company and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties readers should not place undue reliance on forward-looking statements. The company assumes no responsibility to update forward-looking statements or to adapt them to future events or developments.