Friday, November 15, 2013

BGS Acquisition Corp. delists voluntarily from NASDAQ

BGS Acquisition Corp., a blank check company incorporated in the British Virgin Islands, initiated voluntary delisting of its ordinary shares, warrants and units from the NASDAQ Capital Market, in anticipation of the closing of the merger of BGS Acquisition with BGS Acquisition Subsidiary, Inc., a wholly owned subsidiary of BGS, which is to take place on or about November 22, 2013.

For this purpose, the BVI company notified NASDAQ of its intent to file a form 25 with the Securities and Exchange Commission on or about November 20, 2013, following the expiration of the Tender Offer. The official delisting will be effective ten days after BGS files the Form.

As described previously, BGS entered into an Amended and Restated Merger and Share Exchange Agreement with BGS Acquisition, BGS Merger Subsidiary, Inc., an indirect, wholly owned subsidiary of BGS, Black Diamond Holdings LLC, Black Diamond Financial Group, LLC and TransnetYX Holding Corp., pursuant to which BGS would merge with and into BGS Acquisition, with BGS Acquisition as a surviving company. Also, upon the transaction, TransnetYX would merge with BGS, the last one surviving and taking the name of TransnetYX.