Tecogen And American DG announced Completion of Merger
Tecogen and American DG Energy announced that their respective stockholders have voted to approve the adoption of the amended merger agreement dated November 1, 2016, as subsequently amended, among Tecogen, ADGE and Tecogen. ADGE Acquisition Corp., a wholly-owned subsidiary of the Company (“Merger Sub”). Pursuant to the Merger Agreement, the Merger Sub will merge with and into ADGE, with ADGE as the surviving entity, and therefore ADGE will become a wholly-owned subsidiary of Tecogen.
Approximately 98.95% of the Tecogen shares present at Tecogen’s Special Meeting of Stockholders voted in favor of the adoption of the Merger Agreement, which represented approximately 54.94% of Tecogen’s total outstanding shares of common stock as of April 24, 2017, the record date.
For ADGE, approximately 98.76% of the ADGE shares present at ADGE’s Special Meeting of Stockholders voted in favor of the adoption of the Merger Agreement. The shares present represented approximately 70.92% of ADGE’s total outstanding shares of common stock as of April 24, 2017, the record date.
The Merger became effective from May 18, 2017, approximately 4:00 P.M. EST. ADGE shareholders will receive notices from Continental Stock Transfer, Tecogen’s exchange agent, regarding the process of exchanging their ADGE stock for shares of Tecogen common stock.