FleetMatics Group PLC (NYSE:FLTX) Files An 8-K

As previously reported, FleetMatics Group PLC (NYSE:FLTX), a public limited company incorporated in Ireland (the “Company”), entered into a Transaction Agreement on July 30, 2016 by and among the Company, Verizon Communications Inc., a Delaware corporation (“Verizon”), and Verizon Business International Holdings B.V., a private limited company incorporated under the laws of the Netherlands and an indirect wholly-owned subsidiary of Verizon (“Bidco”), in connection with a proposed acquisition (the “Acquisition”) of the entire issued and to be issued share capital of the Company, whereby Bidco will acquire all of the issued and to be issued share capital of the Company not already owned by Verizon or its subsidiaries for cash by means of a scheme of arrangement (the “Scheme of Arrangement”) under Chapter 1 of Part 9 of the Irish Companies Act of 2014 and in accordance with the Irish Takeover Panel Act 1997, Takeover Rules 2013, as amended, as described in the proxy statement to Fleetmatics shareholders dated September 8, 2016 (the “Proxy Statement”).

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On October 12, 2016, the Company held a meeting of the Scheme shareholders (the “Court Meeting”) and an extraordinary general meeting of shareholders (the “EGM”), in each case relating to approval of the Scheme of Arrangement and proposals required to implement the Scheme of Arrangement. A quorum was present at each of the Court Meeting and the EGM. The Company’s shareholders approved each of the proposals at the Court Meeting and the EGM required to approve and implement the Scheme of Arrangement.

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