BenevolentAI (OTC:BAIVF) has proposed a shareholder vote to approve delisting its shares from Euronext Amsterdam, which it mooted in December as part of a strategic overhaul and efficiency drive.
The board of directors said it has determined that the financial and administrative costs of maintaining a public listing are "not justified by the benefits" for a company of its size.
Eliminating these costs will allow cash to be redeployed wholly towards its original mission of integrating artificial intelligence with drug development.
The plan is to delist via a merger with private, Luxembourg-based shell company, Osaka Holdings, as a means of transitioning the company to a private structure, along with a simplification of the company’s share structure to reduce the current complexity and administrative overheads.
An emergency meeting will be held on 12 March in Luxembourg, with resolutions requiring at least two-thirds approvals.
Under the merger terms, Osaka Holdings will issue shares and warrants on a one‑to‑one basis to all current BenevolentAI shareholders and warrant holders, preserving their pre‑merger ownership proportions, with the newly combined entity to be renamed BenevolentAI.
To simplify its share structure, class B shares will be converted into class A shares, treasury shares cancelled and existing warrants replaced with equivalent Osaka Holdings warrants under the same terms.