Shareholders of U.S. Geothermal approve merger with Ormat

Raft River geothermal plant, Idaho (source: U.S. Geothermal Inc.)
Alexander Richter Alexander Richter 23 Apr 2018

A recently hold shareholder meeting of U.S. Geothermal approved the agreement and plan of merger with Ormat with a closing anticipated April 24, 2018.

In a release today, U.S. Geothermal Inc. announced that all proposals at the U.S. Geothermal special meeting of shareholders, held on April 19, 2018, were approved by the shareholders.

The Agreement and Plan of Merger (Proposal 1) entered into on January 24, 2018, among U.S. Geothermal Inc., Ormat Nevada Inc. and OGP Holding Corp., and the transaction contemplated by the merger agreement, pursuant to which U.S. Geothermal would become a wholly owned subsidiary of Ormat was adopted and approved.  As of the March 1, 2018 record date, there were 19,494,566 shares of U.S.Geothermal’s common stock outstanding.  The total number of shares voted at the meeting was 13,952,359 or 71.6% of the common stock outstanding. The total number of shares that were voted in favor of Proposal 1 was 13,236,961 which is 94.9% of the shares voted or 67.9% of the total issued and outstanding shares. In order to approve the merger, more than 50% of the issued and outstanding shares had to vote “For” the proposal.

The merger contemplated by the Agreement is anticipated to close on April 24, 2018, subject to customary closing conditions.  The Company currently anticipates that its common stock will cease to be traded prior to the opening of the market on April 24, 2018 and the Company will proceed to deregister its common stock shortly thereafter.

Source: Company release by email