Cello Health PLC, Re

Cello Health PLC, Re

The scheme met all statutory requirements, the class of shareholders was properly constituted and fairly represented, the scheme was reasonable, and there was no defect or 'blot' on the scheme. The court sanctioned the scheme as sought by the Company.

Parties
Applicant Company: Cello Health Plc; Acquirer: Pharma Value Demonstration Bidco Limited
Jurisdiction
England and Wales
Judgment Date
07 August 2020
Procedural Posture
Scheme of Arrangement / Sanction Application
Outcome
Scheme sanctioned
Legal Topics
Scheme of Arrangement, Acquisition of Shares, Statutory Compliance
Company Law Scheme of Arrangement Acquisition of Shares Statutory Compliance

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Parties

Cello Health Plc

Applicant Company

Pharma Value Demonstration Bidco Limited

Acquirer

Procedural Posture

Scheme of Arrangement / Sanction Application

Legal Issues

  1. 1 Whether statutory requirements for sanctioning a scheme of arrangement under Part 26 of the Companies Act 2006 were met
  2. 2 Whether the class of shareholders was properly constituted and fairly represented
  3. 3 Whether the scheme is reasonable and free from defects

Ratio Decidendi

The scheme met all statutory requirements, the class of shareholders was properly constituted and fairly represented, the scheme was reasonable, and there was no defect or 'blot' on the scheme. The court sanctioned the scheme as sought by the Company.

Court Disposition

Scheme sanctioned

Orders

  • The scheme of arrangement under Part 26 of the Companies Act 2006 is sanctioned in the terms sought by the Company.