Electronics For Imaging, Inc. (NASDAQ:EFII) Files An 8-K Submission of Matters to a Vote of Security Holders
On July 15, 2019, Electronics For Imaging, Inc., a Delaware corporation (“EFI” or the “Company”), held a special meeting of the Company’s stockholders in Menlo Park, California (the “EFI Special Meeting”). As of June 10, 2019, the Company’s record date for the EFI Special Meeting, there were a total of 43,156,485 shares of common stock, par value $0.01 per share (the “EFI common stock”), outstanding and entitled to vote at the EFI Special Meeting. At the EFI Special Meeting, 31,263,398 shares of EFI common stock were present or represented by proxy and, therefore, a quorum was present. The Company’s stockholders voted on two proposals, each of which was approved by the requisite vote of the Company’s stockholders. The final voting results for the proposals are set forth below.
Proposal 1: A proposal to adopt the Agreement and Plan of Merger, dated April 14, 2019 (as may be amended from time to time, the “Merger Agreement”), among East Private Holdings II, LLC (“Parent”), East Merger Sub, Inc. (“Merger Sub”), which is a wholly owned subsidiary of Parent, and EFI, to which Merger Sub will be merged with and into EFI (the “Merger”), with EFI continuing as the surviving corporation in the Merger and a wholly owned subsidiary of Parent (the “Merger Proposal”).
Proposal 2: A non-binding, advisory proposal to approve specified compensation that will or may become payable to EFI’s named executive officers in connection with the Merger.
As there were sufficient votes to approve the Merger Proposal, stockholder action on a third proposal, to approve the adjournment of the EFI Special Meeting, if necessary, to solicit additional proxies if there are not sufficient votes at the time of the EFI Special Meeting to adopt the Merger Agreement, was not required and the Company did not call the vote on that proposal.
The affirmative vote of EFI stockholders holding a majority of the outstanding shares of EFI common stock entitled to vote on the Merger Proposal satisfies one of the conditions to the closing of the merger contemplated by the Merger Agreement, which remains subject to other customary closing conditions.
About Electronics For Imaging, Inc. (NASDAQ:EFII)
Electronics For Imaging, Inc. (EFI) is engaged in digital printing, focused on the transformation of the printing, packaging, ceramic tile decoration, and textile industries from the use of traditional analog-based printing to digital on-demand printing. The Company operates through three segments: Industrial Inkjet, Productivity Software and Fiery. Its products include industrial super-wide and wide format, label and packaging, and ceramic tile decoration digital inkjet printers that utilizes its digital ink, industrial digital inkjet printer parts and professional services; print production workflow, Web-to-print, cross-media marketing and business process automation solutions, and color digital front ends (DFEs) creating a digital printing ecosystem. Its inks include digital ultra-violet (UV), light emitting diode (LED), ceramic, and thermoforming ink, and various textile ink, including dye sublimation, pigmented, reactive dye, acid dye, and water-based dispersed printing ink.
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