RM2 International Inc. (RMTO)

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$ARCW ARC Group Worldwide, Inc. Announces Voting Results from 2022 Annual Meeting of Shareholders and Target Date for Acquisition of RM2 International S.A.
Proxy Voting Annoucement | 01/18/2022


ARC Group Worldwide, Inc. ("ARC" and the "Company") (OTC Markets: ARCW), today announced voting results from its 2022 Annual Meeting of Shareholders held on January18,2022 (the Annual Meeting). The Company also announced its plans to close the acquisition of RM2 International S.A. (RM2) on February 1, 2022.



2022 Annual Meeting Results



At the Annual Meeting, 18,180,076 shares of Company Common Stock, par value $.0005 per share (the Common Stock) was present at the Annual Meeting, in person or by proxy, representing 72.85 percent of outstanding shares of Company Common Stock. All issued and outstanding shares of the Companys Series A-2 Preferred Stock, par value $.001 per share (the Preferred Stock) voted at the Annual Meeting. The Common Stock and the Preferred Stock voted together as a single class on all matters presented to the Company shareholders, constituting an aggregate of 32,742,520 voting shares present at the Annual Meeting, representing 82.86 percent of all issued and outstanding voting shares.



The voting in respect of each proposal, as described in the Companys proxy statement that was distributed and made publicly available in connection with the Annual Meeting (the Proxy Statement), resulted in the following shareholder actions:



Proposal Number 1: Shareholders elected each of the following board nominees by a plurality of the votes cast, to serve until the next annual meeting or until their successors are elected and qualified:

Alan G. Quasha
Aaron Willman
Michael J. Dini
Jedidiah D. Rust
Eddie W. Neely
Adam Tantleff
Proposal Number 2: Shareholders approved, by a majority of all votes cast, the ARC legacy business sale, legacy business sale agreements and further actions (the Legacy Business Sale).



The RM2 Acquisition



As previously announced on December 13, 2021, the Company plans to acquire RM2 International S.A. (RM2), a Luxembourg Socit Anonyme which has developed a type of composite pallet to replace wooden pallets that includes smart Internet of Things or (IoT) technologies to improve logistics. RM2 is targeting industries such as food and other industries where hygiene is of extreme importance. The tentative closing date for the RM2 acquisition has been set for February 1, 2022. At the closing, a group of existing and new investors to RM2, including PMB Invest Fund I SCSp, Everest Hill Group Inc. and two other prominent investors, are expected to invest in the aggregate approximately $20 million to fund RM2 growth.



RM2 launched the smart reusable pallet revolution by embedding autonomous IoT sensor technology in its logistically optimized, hygienic BLOCKPal composite pallets. Its principal shareholders include Richard Cashin (the president of One Equity Partners LLC), QRM2 Holdings Ltd., (an entity controlled by the Quasha family), Polygon Global Partners, LLP (a global investment firm) and R. Ian Molson (a private investor).



ARC has included a description of the prospective RM2 acquisition in its Proxy Statement. The Proxy Statement remains publicly available at https://www.otcmarkets.com/stock/ARCW. To learn more about RM2, visit the RM2 website at: https://www.rm2.com/.


This release is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to purchase or subscribe for any securities, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No assurances or guarantees are intended or implied in this release with respect to actual outcomes of the prospective acquisition of RM2 by the Company.


About ARC and the Legacy Business Sale



ARC is a global advanced manufacturing service provider. Founded in 1987, the Company offers its customers a portfolio of advanced manufacturing technologies and capabilities to improve the efficiency of traditional manufacturing processes and accelerate time to market. In addition to metal injection molding, ARC has significant expertise in prototyping, advanced tooling, automation, machining, plastic injection molding, lean manufacturing, and robotics. On February 1, 2022, immediately prior to the RM2 acquisition, the Company plans to close the Legacy Business Sale, consisting of the sale of substantially all of the business and assets of ARC as historically conducted. The Legacy Business Sale is described in detail in the Proxy Statement. ARCs mission is to bring innovation and technology to manufacturing. Learn more at www.arcw.com.


Forward Looking Statements



This release includes certain forward looking statements and projections. Such statements are subject to risks and uncertainties that could cause results to differ materially from the Companys and RM2s expectations. While the Company and RM2 make these statements in good faith, neither the Company nor RM2 nor their respective management can guarantee that anticipated future results will be achieved. Neither the Company nor RM2 assumes any obligation to publicly update or revise any forward looking statements made herein or any other forward looking statements made by the Company or RM2, whether as a result of new information, future events, or otherwise. All forward looking statements attributable to the Company or RM2 or persons acting on behalf of the Company or RM2 are expressly qualified in their entirety by the foregoing cautionary statements. All such statements speak only as of the date made, and, except as required by law, the Company undertakes no obligation to update or revise publicly any forward looking statements, whether as a result of new information, future events or otherwise.



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