M I Acquisitions, Inc. (NASDAQ:MACQ) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry Into a Material Definitive Agreement
Subsequent to the approval by its stockholders of the Amendment to the Investment Management Trust Agreement dated September 13, 2016 between it and American Stock Transfer & Trust Company (“American”) at the Annual Meeting (as defined below in Item 5.07) (the “Trust Amendment”), on June 15, 2018, M I Acquisitions, Inc. (“M I” or the “Company”) entered into the Trust Amendment with American. The Trust Amendment extends the time by which M I has to consummate a business combination (the “extension”) for an additional 90 days, from June 19, 2018 to September 17, 2018 (the “Extended Termination Date”).
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Subsequent to the approval by its stockholders of the Amendment to M I’s Certificate of Incorporation (as defined below in Item 5.07) (the “Charter Amendment”), on June 15, 2018, M I filed the Charter Amendment with the Delaware Secretary of State. The Charter Amendment extends the time by which M I has to consummate a business combination from June 19, 2018 to the Extended Termination Date.
Item 5.07. Submissions of Matters to a Vote of Security Holders.
M I held its Annual Meeting of Stockholders (the “Annual Meeting”) on June 15, 2018 at 10:00 a.m. local time at the offices of Loeb & Loeb LLP, 345 Park Avenue, New York, NY 10154. Summarized below are the results of the matters voted on at the Annual Meeting.
| Matters Voted On | For | Withheld | Abstain | Broker Non-Vote |
| Election of one Class I director to serve until the 2020 Annual Meeting of Stockholders of the Company and two Class II directors to serve until the 2021 Annual Meeting of Stockholders of the Company and until his or her successor has been duly elected and qualified or until his or her earlier resignation, removal or death: | ||||
| Joshua Sason (Class I) | 5,653,418 | 908,500 | — | 387,934 |
| Marc Manuel (Class II) | 5,653,418 | 908,500 | — | 387,934 |
| Samuel Holdsworth (Class II) | 5,653,418 | 908,500 | — | 387,934 |
| Matters Voted On | For | Against | Abstain | Broker Non-Vote |
| Proposal to amend the Company’s amended and restated certificate of incorporation to extend the date by which the Company has to complete a business combination for an additional 90 days, from June 19, 2018 to the Extended Termination Date. | 6,432,818 | 90,000 | 39,100 | 387,934 |
| Proposal to amend the Company’s investment management trust agreement, dated as of September 13, 2016, by and between the Company and American Stock Transfer & Trust Company, to extend the date on which to commence liquidating the trust account established in connection with the Company’s initial public offering in the event the Company has not consummated a business combination by the Extended Termination Date. | 6,432,818 | 90,000 | 39,100 | 387,934 |
| Ratify the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. | 6,905,752 | 2,500 | 41,600 | — |
As a result of the voting at the Annual Meeting, each of the nominees for director named above was elected and each of the proposals described above was approved by the Company’s stockholders. Prior to the Annual Meeting, holders of 377,231 shares of the Company’s common stock redeemed their shares for cash, resulting in a trust account balance of $51,829,390.86.
Item 8.01. Other Events
On June 19, 2018, the Company issued a press release announcing the results of the Annual Meeting. A copy of the press release is filed as Exhibit 99.1 hereto.
As previously disclosed on the Company’s Current Report on Form 8-K filed on January 8, 2018, the Company received a letter from the Nasdaq Stock Market LLC (“Nasdaq”), dated January 3, 2018, which stated that the Company no longer complied with Nasdaq’s continued listing rules due to the Company not having held an annual meeting within 12 months of the Company’s fiscal year end, as required to Listing Rules 5620 (the “Rules”). On June 19, 2018, the Company received a notice from Nasdaq stating that as a result of the Annual Meeting, the Company is now in compliance with the Rules.
Item 9.01. Financial Statements and Exhibits
M I Acquisitions, Inc. ExhibitEX-3.1 2 s110931_ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF M I ACQUISITIONS,…To view the full exhibit click here
