Horizon Global Corporation (the “Company”) held its 2019 annual meeting of stockholders (the “Annual Meeting”) on June 25, 2019. At the Annual Meeting, stockholders approved the issuance of warrants, and the shares of Company common stock (“Common Stock”) issuable upon exercise thereof, to certain of its lenders under its Second Lien Term Facility Credit Agreement (the “Second Lien Term Facility Agreement”). As previously disclosed, on March 15, 2019, to satisfy the Company’s obligations under its existing senior term loan and to obtain additional liquidity, the Company entered into the Second Lien Term Facility Agreement with Cortland Capital Markets Services LLC, as administrative agent and collateral agent, Corre Partners Management, L.L.C. (“Corre”), as representative of the lenders, and the lenders party thereto (the “Second Lien Lenders”). The Second Lien Lenders include Corre Opportunities Qualified Master Fund, LP (“Corre Master Fund”), Corre Horizon Fund, LP and Corre Opportunities II Master Fund, LP (collectively, the “Corre Lenders”). At the time of entering into the Second Lien Term Facility Agreement, affiliates of Corre, including Corre Master Fund, beneficially owned, in the aggregate, 9.99% of the outstanding Common Stock.

In connection with the entry into the Second Lien Term Loan Agreement, on March 15, 2019, the Company issued five-year warrants to the Second Lien Lenders to purchase up to 3,601,902 shares of the Common Stock with an exercise price of $1.50 per share, subject to adjustment as provided in the warrants. In connection with the issuance of warrants to affiliates of a greater than five percent stockholder of the Company, the Company also issued 90,667 shares of Series A preferred stock (“Series A Preferred Stock”) to such Second Lien Lenders with a liquidation value of $100 per share. Upon the receipt of the approval of the Company’s stockholders at the Annual Meeting on June 25, 2019, the shares of Series A Preferred Stock converted into warrants to purchase an additional 2,952,248 shares of Common Stock, including warrants issuable based upon the amount of accrued and unpaid dividends at the time of such approval, in each case with an exercise price of $1.50 per share, subject to adjustment as provided in the warrants. The additional warrants, the terms of which are in substantially the same form as those issued to the Corre Lenders on March 15, 2019, expire on March 15, 2024.

The offer and sale of the securities described above were made only to “accredited investors” (as defined by Rule 501 under the Securities Act of 1933 (the “Securities Act”)) in reliance upon exemptions from registration under the Securities Act afforded by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder and corresponding provisions of state securities laws.

Item 5.07 Submission of Matters to a Vote of Security Holders.

There were a total of 25,263,212 shares of Common Stock outstanding and entitled to vote at the Annual Meeting and there were 23,282,209 shares of Common Stock represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the Annual Meeting.

The items voted upon at the Annual Meeting and the results of the vote on each proposal were as follows:

Proposal 1. To approve the amendments to the Horizon Global Corporation Amended and Restated Certificate of Incorporation to implement a declassified Board of Directors:

Proposal 2. Because Proposal 1 was approved at the Annual Meeting, the election of nine directors to serve until the Company’s 2020 annual meeting of stockholders:

Proposal 3. Because Proposal 1 was approved at the Annual Meeting, the election of three directors to serve until the Company’s 2021 annual meeting of stockholders was not presented.

Proposal 4. To approve, for the purposes of the rules of the New York Stock Exchange, the issuance of warrants, and the shares of our common stock issuable upon exercise thereof, to certain lenders under the Company’s Second Lien Term Facility:

Proposal 5. To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019:

Proposal 6. A stockholder proposal asking our Board to immediately take the necessary steps to achieve a sale, merger or other disposition of the Company was not presented at the Annual Meeting.

Based on the votes set forth above, at the Annual Meeting: amendments to the Company’s Amended and Restated Certificate of Incorporation to implement a declassified Board of Directors were approved; each of the nine director nominees was elected as directors; the issuance of warrants, and the shares of our common stock issuable upon exercise thereof, to certain lenders under our Second Lien Term Facility was approved; and the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2019 was ratified.

About Horizon Global Corporation (NYSE:HZN)

Horizon Global Corporation is a designer, manufacturer and distributor of a range of custom-engineered towing, trailering, cargo management and other related accessory products serving the automotive aftermarket, retail and original equipment (OE) channels. The Company operates through two segments: Cequent Americas and Cequent APEA. The Cequent Americas segment consists of two operating segments: Cequent Performance Products (CPP), a manufacturer of aftermarket and original equipment manufacturer (OEM) towing and trailering products and accessories, and Cequent Consumer Products (CCP), a provider of towing, trailering, vehicle protection and cargo management solutions serving the end user through retailers. The Cequent Americas segment has operates in North America, and its towing and trailering-related products are sold through retail, aftermarket and OE channels. The Cequent APEA segment focuses its sales and manufacturing efforts outside of the Americas, operating in Australia.