Just Out.
No R/S after all.
DURHAM, N.C. , Dec. 27, 2017 /PRNewswire/ -- MGT Capital Investments, Inc . (OTCQB: MGTI) today filed a Form 8-K/A Current Report with the Securities and Exchange Commission to amend the results of its Annual Meeting held on December 19, 2017 . Due to an error describing voting procedures in our Proxy Statement, the Company has decided to reject the approvals of two proposals.
Specifically, the proposal to amend the Company's restated certificate of incorporation to increase the amount of authorized common stock from 75,000,000 shares to 200,000,000 shares was deemed not approved, even though the accurately tabulated vote count passed the measure. Likewise, the proposal granting the Board of Directors the ability to institute a reverse stock split was also deemed not approved.
In both cases, the issue centered around counting so-called "broker non-votes" in favor of both proposals. As it turns out, according to our vote tabulation service, both measures are considered "routine," allowing those "non-votes" to count, but our Proxy Statement mischaracterized such impact. This error may have caused stockholders to not vote at all, assuming their non-vote would not be tallied.
Independent MGT Board Chairman H. Robert Holmes commented, "We take very seriously our mandate of transparent corporate governance, and believe today's action is the equitable solution for our stockholders. Further, we will institute measures to strengthen our legal advisory team to prevent future missteps." In closing, Mr. Holmes repeated his statement from the Annual Meeting, "As we execute on our growth plans, the Company has never been stronger operationally or financially, and we should all look forward to a prosperous 2018."
