Additional Proxy Soliciting Materials (definitive) (defa14a)
December 23 2021 - 5:02PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed
by the Registrant ☒
Filed
by a Party other than the Registrant ☐
Check
the appropriate box:
☐
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Preliminary
Proxy Statement
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☐
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Confidential,
for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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☐
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Definitive
Proxy Statement
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☒
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Definitive
Additional Materials
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Soliciting
Material under § 240.14a-12
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LOGIQ,
INC.
(Name
of Registrant as Specified In Its Charter)
N/A
(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
☒
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No
fee required.
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☐
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title
of each class of securities to which transaction applies:
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(2)
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Aggregate
number of securities to which transaction applies:
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(3)
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Per
unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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(4)
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Proposed
maximum aggregate value of transaction:
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(5)
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Total
fee paid:
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☐
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Fee
paid previously with preliminary materials.
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☐
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Check
box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its
filing.
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(1)
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Amount
Previously Paid:
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(2)
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Form,
Schedule or Registration Statement No.:
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(3)
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Filing
Party:
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(4)
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Date
Filed:
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LOGIQ,
INC.
85 Broad Street, 16-079
New York, New York 10004
IMPORTANT
UPDATE ON SPECIAL MEETING OF STOCKHOLDERS
Dear
Stockholders:
Logiq,
Inc. (the “Company”) convened its special meeting of stockholders (the “Special Meeting”) on December 20, 2021.
However, the Company adjourned the meeting to allow additional time for the Company to solicit additional votes to establish a quorum
and additional time for stockholders to vote on the proposals listed in the Proxy Statement dated November 5, 2021, including proposal
numbers 1 through 7, as set forth below:
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1.
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To
elect eight (8) directors to hold office until the next annual meeting of stockholders or until their successors are duly elected
and qualified, subject to prior death, resignation, or removal;
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2.
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To
authorize and approve that the Company’s current Certificate of Incorporation, as amended to date, be amended, restated, and
replaced in its entirety by the First Amended and Restated Certificate of Incorporation in the form attached to the Proxy Statement
as Exhibit A, which shall include, among other things, the authorization of blank check preferred stock;
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3.
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To
authorize and approve that the Company’s current Bylaws, as amended to date, be amended, restated, and replaced in their entirety
by the First Amended and Restated Bylaws in the form attached to the Proxy Statement as Exhibit B;
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4.
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To
approve the Company’s Second Amended and Restated 2020 Equity Incentive Plan, in the form attached to the Proxy Statement as Exhibit
C;
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5.
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To
ratify the appointment of Centurion ZD CPA & Co. as the Company’s registered public accounting firm for the fiscal
year ending December 31, 2021;
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6.
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To
approve, on a non-binding advisory basis, named executive officer compensation; and
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7.
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To
approve, on a non-binding advisory basis, the frequency of the stockholder advisory vote to approve named executive officer
compensation.
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The
adjournment will allow for additional stockholders to vote on the proposals. The Special Meeting will reconvene on January 18,
2022 at 11:00 a.m. Eastern Standard Time, as a virtual meeting via the Internet at www.virtualshareholdermeeting.com/Logiq2021SM.
There is no change to the record date of October 25, 2021 for the stockholders entitled to vote at the Special Meeting.
We
encourage stockholders who have not yet voted their shares to do so. This will help save us further solicitation costs on the Special
Meeting and ensure that your shares are represented in these decisions. During the period of the adjournment, the Company will continue
to solicit proxies from its stockholders with respect to the foregoing proposals. Stockholders who have already voted need not submit
another vote unless they wish to change their vote.
Stockholders
who have questions or need assistance voting should contact their broker representative or you may contact the company’s representative,
Brent Suen at (808) 829-1057.
Please
take a moment to vote your proxy by using the methods indicated on your proxy form.
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Sincerely,
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/s/
Brent Suen
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Brent
Suen
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President
and Executive Chairman
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New
York, NY
December
23, 2021
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