EASTERLY ACQUISITION CORP. (NASDAQ:EACQ) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07. Submission of Matters to a Vote of Security Holders.
On November 2, 2018, Easterly Acquisition Corp. (the “Company”) held a Special Meeting of Stockholders (the “Special Meeting”). At the Special Meeting, the Company’s stockholders considered the following proposals: (1) a proposal to approve and adopt the Agreement and Plan of Merger, dated as of June23, 2018 (as amended to the First Amendment to Agreement and Plan of Merger and Sponsor Letter, dated as of August29, 2018, the “Merger Agreement”), by and among the Company, Sirius International Insurance Group,Ltd. (“Sirius Group”) and Sirius Acquisitions Holding Company III, a wholly owned subsidiary of Sirius Group (“Merger Sub”), and the transactions contemplated by the Merger Agreement, including the merger of Merger Sub with and into the Company with the Company surviving the merger as a wholly owned subsidiary of Sirius Group (the “Transaction Proposal”); and (2) a proposal to adjourn the Special Meeting to a later date or dates, if necessary, to permit further solicitation of proxies if, based upon the tabulated vote at the time of the Special Meeting, there were not sufficient votes to approve the Transaction Proposal at the Special Meeting (the “Adjournment Proposal”).
Set forth below are the final voting results for each of the proposals:
Transaction Proposal
The Transaction Proposal was approved. The voting results of the Company’s common stock were as follows:
For | Against | Abstain | Broker Non-Votes |
16,436,502 |
In connection with the vote on the Transaction Proposal, the holders of 10,463,267 shares of the Company’s common stock properly exercised their right to redeem their shares for cash at a redemption price of approximately $10.49 per share, for an aggregate redemption amount of approximately $109.7 million.
Adjournment Proposal
The Adjournment Proposal was approved. The voting results of the Company’s common stock were as follows:
For | Against | Abstain | Broker Non-Votes |
16,436,501 |
About EASTERLY ACQUISITION CORP. (NASDAQ:EACQ)
Easterly Acquisition Corp. is a blank check company. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. The Company’s efforts to identify a target business will not be limited to a particular industry or geographic region, although it seeks to focus on companies operating in the financial services industry. The Company reviews various opportunities to enter into an initial business combination with an operating business. It focuses on capitalizing on the financial services industry to identify, acquire and operate a business within the financial services industry. It may seek to complete its initial business combination with a company or business that may be financially unstable or in its early stages of development or growth. It is not engaged in any operations. It has generated no revenues.