Asensus Surgical filed an SEC Form 8-K to confirm that its shareholders voted to approve its planned merger with Karl Storz.
In June, the companies agreed to a deal in which Karl Storz acquires the surgical robot maker for 35¢ per share in cash. Asensus’ board unanimously approved the agreement.
However, with scrutiny over a lack of disclosures, the company pushed its planned special meeting of shareholders from Aug. 7 to Aug. 20. Ahead of the meeting, Asensus said it would file for bankruptcy protection if shareholders failed to approve the Karl Storz merger.
The company convened its special meeting on Aug. 20, with the number of shares represented in person or by proxy totaling about 161.4 million. That represented approximately 59.2% of the 272.6 million total shares outstanding and entitled to vote.
Asensus recorded more than 137 million votes in favor of the merger, with more than 23 million votes going against the resolution. The meeting tallied just over a million votes abstaining.
Stockholders also voted to approve certain compensation for executive officers in connection with the merger. That vote totaled nearly 124 million in favor, with 34 million against and around 3.5 million abstaining.
A third vote, for adjourning the special meeting if necessary to solicit additional proxies if insufficient votes approved the merger, was not voted upon because Asensus received the sufficient votes to go through with the merger.
Asensus and Karl Storz expect to close the merger tomorrow, Aug. 22, 2024.
More about Asensus Surgical
Research Triangle Park, North Carolina-based Asensus — formerly TransEnterix — develops the Senhance surgical robot platform. It also develops the Intelligent Surgical Unit (ISU) for Senhance.
Asensus designed ISU as a real-time intraoperative surgical image analytics platform. It leverages augmented intelligence to help reduce surgical variability.
Asensus also unveiled its next-generation Luna robot in February 2023. The integrated digital surgery solution features a next-generation surgical platform and instruments, plus real-time intraoperative clinical intelligence. Its final component, a secure cloud platform, applies machine learning to deliver clinical insights.
The company suggested last year that it targeted 2025 for FDA clearance for Luna. At the start of this year, the company showed Luna off to surgeons, conducting an in vivo lab evaluation of the next-generation surgical robot. The company inked a manufacturing deal for the platform in November as well.
