NFON AG Announces Merger with Subsidiary Deutsche Telefon Standard GmbH

NFON AG, a prominent telecommunications company, has declared its intention to merge with its wholly owned subsidiary, Deutsche Telefon Standard GmbH. The merger, described as an absorption, will see NFON AG acquiring all assets of the subsidiary without dissolution. This strategic move, announced on April 25, 2024, complies with the German Transformation Act (Umwandlungsgesetz).

The company detailed that the merger does not require approval from NFON AG's Annual General Meeting or Deutsche Telefon Standard GmbH's shareholder meeting due to NFON AG owning the complete share capital of the subsidiary. Furthermore, the merger process will bypass the usual requirements of a merger report, audit, and audit report, streamlining the procedure under specific legal exemptions.

Despite these simplifications, NFON AG has stated that shareholders holding a combined total of at least one-twentieth of NFON AG's share capital possess the right to demand a general meeting to approve the merger. Interested parties must submit their requests in writing within one month from the announcement date. NFON AG has made the draft merger agreement and related financial documents available on its website for review.