Naked Brand Group shareholders approve merger agreement

By

Robin Driver

Published
Jun 12, 2018

American fashion and lifestyle company Naked Brand Group Inc. announced on Monday that its stockholders have voted to approve the merger agreement proposed between Naked and New Zealand-based lingerie retailer Bendon.

 
The merger agreement, which was originally proposed on May 25, 2017 and has since been amended on July 26, 2017, February 21, 2018, March 19, 2018 and April 23, 2018, was put to the vote at a special meeting of stockholders. Shares representing 54% of Naked’s issued and outstanding shares were voted with more than 98% of votes in favour of the merger agreement, accounting for over 53% of the company’s outstanding shares.
 
The terms of the agreement dictate that all Bendon shareholders will exchange outstanding ordinary shares of the company for ordinary shares in Bendon Group Holdings Limited (Holdco). Naked will then become a wholly owned subsidiary of Holdco and its stockholders will also receive Holdco ordinary shares.

Holdco has applied to be listed on the Nasdaq capital market and is expected to start trading on the stock market under the symbol “NAKD” once the companies complete the merger.
 
“We are very pleased with the affirmative vote at the special meeting of stockholders concerning our business combination with Bendon and we now look forward to closing this transaction,” said Naked’s CEO, chairwoman and chief creative officer in a release.
 
The merger’s conclusion is subject to a number of conditions, including the approval of Holdco’s Nasdaq application.