Medley Management Inc. (NYSE:MDLY) Files An 8-K Shareholder Director Nominations
Item 5.08. Shareholder Director Nominations.
To the extent applicable, the information in Item 8.01 of this report is incorporated by reference into this Item 5.08.
Item 8.01. Other Events.
The 2019 annual meeting of stockholders (the “2019 Annual Meeting”) of Medley Management Inc. (the “Company”) has been scheduled for May 22, 2019. If the Company’s proposed acquisition by Sierra Income Corporation (“Sierra”) and Sierra’s concurrent merger with Medley Capital Corporation close prior to the date of the 2019 Annual Meeting, the 2019 Annual Meeting will not be held.
The Company did not hold an annual meeting of stockholders (or file a proxy statement for an annual meeting of stockholders) in 2018. As a result, the Company is setting forth in this Current Report on Form 8-K the deadlines for stockholders to submit proposals and nominations of directors for the 2019 Annual Meeting.
In order to present any business or proposal at the 2019 Annual Meeting (not for inclusion in the Company’s proxy statement), including the nomination of a director, a timely notice by the Company’s stockholders must be delivered not later than the close of business on April 15, 2019. The notice must include all of the information required by the Company’s Amended and Restated By-Laws.
Stockholder proposals intended to be presented at the 2019 Annual Meeting must be received no later than the close of business on April 15, 2019 (which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials) in order to be considered for inclusion in the proxy statement relating to the 2019 Annual Meeting to Rule 14a-8 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such proposals must also comply with the applicable form and substance requirements of Rule 14a-8 of the Exchange Act if such proposals are to be included in the proxy statement and form of proxy.
The Company reserves the right to reject, rule out of order, or take other appropriate action with respect to any proposal that does not comply with these and other applicable requirements.
About Medley Management Inc. (NYSE:MDLY)
Medley Management Inc. is an asset management firm offering yield solutions to retail and institutional investors. The Company operates in the investment management segment. It is focused on credit-related investment strategies, primarily originating senior secured loans to private middle market companies in the United States. The Company generally holds these loans to maturity. Its national direct origination franchise provides capital to the middle market in the United States. The Company has over $4.8 billion of assets under management (AUM) in approximately two business development companies (BDCs), Medley Capital Corporation (MCC) and Sierra Income Corporation (SIC), as well as private investment vehicles. It has over $5 billion of AUM. The Company provides capital to over 300 companies across approximately 35 industries in North America. The Company’s long-dated private funds include MOF I, MOF II and MOF III. Its private funds are managed through partnership structures