BEIJING, Sept. 7, 2018 /PRNewswire/ -- IK Healthcare Investment Limited ("Parent") and IK Healthcare Merger Limited ("Merger Sub") have informed the Special Committee (the "Special Committee") of the Board of Directors of iKang Healthcare Group, Inc. (the "Company") that Parent and Merger Sub are re-evaluating the commercial viability of the merger (the "Merger") contemplated under the Agreement and Plan of Merger, dated as of March 26, 2018, entered into by and among Parent, Merger Sub and the Company (as amended on May 29, 2018, the "Merger Agreement"), and have requested an extension of the termination date under the Merger Agreement from September 26, 2018 to October 31, 2018.
Pursuant to the Merger Agreement, the obligations of Parent and Merger Sub to consummate the Merger are subject to the condition that holders of no more than 15% of the shares of the Company have served notices of objection under Section 238(2) of the Cayman Islands Companies Law (the "Condition"). On August 20, 2018, the shareholders of the Company approved the Merger Agreement. However, as previously disclosed by the Company, the Special Committee has notified Parent and Merger Sub that the Condition has not been satisfied. It is expected that the Company will receive by late September 2018 any formal notices of decision to dissent under Section 238(5) of the Cayman Islands Companies Law ("Dissenter Notices").
In light of the fact the Condition is not satisfied and the timing for the Company's receipt of Dissenter Notices, Parent and Merger Sub have requested an amendment to the Merger Agreement which would provide for an extension of the termination date under the Merger Agreement from September 26, 2018 to October 31, 2018 so that the sponsors of Parent and Merger Sub (the "Sponsors") have sufficient time to re-evaluate the commercial viability of the Merger. The Special Committee is currently considering this request.
The Sponsors do not presently intend to cause Parent and Merger Sub to waive the Condition based on current circumstances. The Sponsors will consider the final percentage of dissenting shareholders among other relevant factors, including the recent business performance of the Company, in determining whether to proceed with consummation of the Merger.
Contact Information
To the Sponsors:
Attention: Terry Yin
Address: Suite 3008, Tower 2, China Central Place, 79 Jianguo Road, Chaoyang District, Beijing
Email: terry.yin@yfc.cn
Fax: +86 10 5969 6010
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