Perfect Corp shareholders approve acquisition deal with $2 per-share cash offer

Key Facts

Perfect Corp shareholders at an extraordinary meeting approved the merger agreement that would turn the company into a private entity, after it received about 99.99% of votes cast, according to the company’s October 19, 2026 filing with the U.S. Securities and Exchange Commission. The agreement provides for $2.00 in cash, without interest, for each covered ordinary share upon the merger’s effectiveness. The vote did not, however, announce completion of the deal; the company said closing remained subject to the satisfaction or waiver of the merger agreement’s conditions. Solactive set October 23 as the expected completion and trading suspension date, contingent on customary closing conditions being met. Approval was therefore a key step in the process, while available disclosures did not confirm that the deal had closed or that the shares had actually been delisted.

Perfect said in its disclosure that shares represented in person or by proxy at the meeting amounted to about 68.6% of ordinary shares outstanding as of the September 8, 2026 record date. Those shares represented about 87.4% of the total votes attached to issued and outstanding shares, according to the same disclosure. Following the vote, the agreement and transaction received approval from about 99.99% of votes cast by shareholders present or represented by proxy. The first two percentages show meeting participation from two different angles: the share of outstanding shares represented and the share of votes carried by those shares. The last percentage measures support among votes cast and does not, by itself, mean closing conditions have been met. The company emphasized in its announcement that completion of the merger remained subject to the conditions set out in the agreement or their waiver.

The deal traces back to a merger agreement dated July 10, 2026, between Perfect Corp and ProjectNY, a Cayman Islands company controlled by Alice H. Chang, according to the company’s disclosure. Under the agreed structure, ProjectNY merges into Perfect, with Perfect continuing as the surviving company. The expected result upon the deal taking effect is for Perfect to become a private company. The agreement sets cash consideration for covered holders of ordinary shares at $2.00 per share, without interest, subject to exceptions for certain classes specified in the agreement. This distinguishes the deal’s structure from the idea that Perfect would move into a combined group: the disclosure describes ProjectNY merging into Perfect, with the latter continuing, rather than Perfect merging into another entity. Payment of the consideration remains tied to the merger taking effect, not merely to shareholders voting in favor.

The $2.00-per-share offer represented a premium of about 48.1% to Perfect’s closing price on March 17, 2026, the last trading day before the company announced on March 18 that it had received the offer, according to the proxy statement filed with the U.S. securities regulator. This comparison provides context for the deal price when it was announced, while EL7 data recorded PERF closing at $1.99 on October 22. That recorded close was below the offered cash consideration of $2.00, but EL7 data does not describe it as the last close before delisting. It also does not, on its own, establish that trading stopped or that the merger was completed. Solactive’s October 20 announcement said the offer was in cash and that trading was expected to be suspended from October 23, alongside the anticipated completion date. The announcement tied the timing to the satisfaction of closing conditions, so the date remained a conditional expectation when it was issued.

The deal came as Perfect’s results for the first half ended June 30, 2026, showed revenue of $34.3 million, up 5.9% from the same period, and net income of $3.6 million, up 45.3%, according to financial results filed with the U.S. securities regulator. These figures provide background on the company’s performance in the period before the vote, while the proposed consideration remained a fixed cash amount for each share covered by the agreement. The company announced in July that it had reached a definitive agreement to become a private company, then announced shareholder approval on October 19, according to EL7 data. After the vote, Perfect said it would work with the parties to satisfy the remaining conditions and complete the deal as soon as possible. The next date cited by Solactive was October 23, 2026, for expected completion and suspension of trading, subject to customary closing conditions being met.