ZAIS GROUP HOLDINGS, INC. (NASDAQ:ZAIS) Files An 8-K Results of Operations and Financial ConditionItem 2.02
On August 14, 2017, ZAIS Group Holdings, Inc. (the “Company”) issued an earnings release (the “Earnings Release”) announcing its financial results for the three and six months ended June 30, 2017. A copy of the Earnings Release is attached as Exhibit 99.1 hereto and incorporated herein by reference. Additionally, on August 14, 2017, the Company made available on its website, www.ZAISGroupHoldings.com, supplemental investor information relating to the Company’s assets under management.
The information pertaining to Item 2.02 in this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Item 2.02 in this Current Report shall not be incorporated by reference into any registration statement or other document to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.
The Company has established November 7, 2017 as the date of the Company’s 2017 Annual Meeting of Stockholders (the “2017 Annual Meeting”).
Stockholders of the Company who wish to have a proposal considered for inclusion in the Company’s proxy materials for the 2017 Annual Meeting to Rule 14a-8 under the Exchange Act must ensure that such proposal is received by the Secretary of the Company at the Company’s principal executive offices (ZAIS Group Holdings, Inc., Two Bridge Avenue, Suite 322, Red Bank, New Jersey 07701-1106, Attn: Secretary), no later than the close of business on August 24, 2017, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials. Any stockholder proposals must also meet the requirements set forth in the rules and regulations of the Securities and Exchange Commission in order to be eligible for inclusion in the proxy materials for the 2017 Annual Meeting. The August 24, 2017 deadline will also apply in determining whether notice of a shareholder proposal is timely for purposes of exercising discretionary voting authority with respect to proxies under Rule 14a-4(c) of the Exchange Act.
In addition, in accordance with the requirements contained in the Company’s Amended and Restated By-Laws, stockholders who wish to bring business before the 2017 Annual Meeting or to nominate a person for election as a director at the 2017 Annual Meeting must ensure that written notice of such proposal (including all of the information specified in the Company’s Amended and Restated By-Laws) is received by the Company’s Secretary at the address specified above no later than the close of business on August 24, 2017. Any such proposal must meet the requirements set forth in the Company’s Amended and Restated By-Laws in order to be brought before the 2017 Annual Meeting.
This Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than statements of historical facts included in this Current Report on Form 8-K may constitute forward-looking statements and are not guarantees of future performance or results and involve a number of risks and uncertainties. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described from time to time in filings with the Securities and Exchange Commission. The Company undertakes no duty to update any forward-looking statement made herein. All forward-looking statements speak only as of the date of this Current Report on Form 8-K.
|Item 2.02.||Financial Statements and Exhibits.|
|99.1||Earnings Release, August 14, 2017|
ZAIS Group Holdings, Inc. ExhibitEX-99.1 2 v473233_ex99-1.htm EXHIBIT 99.1 ZAIS Group Holdings,…To view the full exhibit click