Penguin Solutions announces proposed redomiciliation to the U.S.

Penguin Solutions (PENG) announced that its board of directors has approved a plan to redomicile the parent company of the Penguin Solutions group of companies from the Cayman Islands to the United States. Pursuant to the redomiciliation plan, the ordinary shares and the convertible preferred shares of the existing Cayman Islands parent company at the completion date of the redomiciliation will be exchanged on a one-for-one basis for common stock and convertible preferred stock of a newly-formed Delaware corporation. Penguin Solutions Delaware will become the ultimate parent company of the Penguin Solutions group of companies and will operate the business of the group in substantially the same manner as the company has done previously. Upon completion of the redomiciliation, the common stock of Penguin Solutions Delaware will trade on Nasdaq under the company’s existing ticker symbol. The board also approved the filing of a preliminary proxy statement with the U.S. Securities and Exchange Commission in connection with a special meeting of the company’s shareholders proposed to be convened by order of the Grand Court of the Cayman Islands to consider and, if thought appropriate, approve the redomiciliation plan. The implementation of the redomiciliation plan will also be subject to other customary closing conditions. If approved by its shareholders, subject to the sanction of the Cayman Court, the company anticipates that the redomiciliation would be completed in the third quarter of 2025.