DPW Holdings, Inc. Announces Adjournment of Special Meeting of Stockholders
June 08 2020 - 6:30AM
DPW Holdings, Inc. (NYSE American: DPW) a diversified holding
company (“
DPW,” or the “
Company”)
today announced the adjournment of the Company’s 2020 Special
Meeting of Stockholders (the “
Meeting”), which was
scheduled to be held at 9:00 a.m. on June 8, 2020 but was postponed
because due to the absence of quorum to conduct business.
Based on the absence of quorum, the board of
directors (the “Board”) elected to adjourn the
Meeting until 9:00 a.m. (Pacific Time) on July 8, 2020 for the
purpose of allowing additional time for stockholders to vote on the
Proposals contained in the Proxy Statement dated May 18, 2020 (the
“Proxy Statement”).
As described in the Proxy Statement, the Meeting
will be held for the following purposes:
- To approve the issuance of shares of the Corporation’s Class A
common stock, par value $0.001 per share (“Common
Stock”) to Esousa Holdings LLC
(“Esousa”), in accordance with the Master Exchange
Agreement dated February 10, 2020, and the exercise of warrants
issued in connection therewith;
- To approve the exercise of warrants issued or issuable to
Esousa to purchase up to an aggregate of 2,000,000 shares of Common
Stock, issued in connection with certain term promissory notes in
an aggregate amount of up to $2,000,000; and
- To approve the conversion of a $1,000,000 Convertible
Promissory Note issued on February 5, 2020, to Ault & Company,
Inc., which is convertible into 717,241 shares of Common Stock at
$1.45 per share.
To access the virtual meeting please click the
Virtual Shareholder Meeting link: www.meetingcenter.io/266742656.
To login to the virtual meeting you have two option: Join as a
“Guest” or Join as a “Shareholder”. If you join as a “Shareholder”
you will be required to have a control number and password. The
password for the meeting is DPW2020.
Further information regarding this change to the
location, time and date of the special meeting can be found in the
Notice of Change of Location, Time and Date of Special Meeting of
Stockholders filed by DPW with the Securities and Exchange
Commission on June 8, 2020, which states that it provides the
stockholders with the Company’s Annual Report on Form 10-K/A for
the Company’s fiscal year ended December 31, 2019.
If you have already voted your shares
any of the proposals contained in Proxy Statement, you do not need
to vote again, and we thank you for your support. If you did
not vote at all with respect to any such proposal, we urge you to
vote your shares in favor of all the proposals. You may use
the Proxy Card with which you were originally
provided.
As previously disclosed in its Annual Report on
Form 10-K for the fiscal year ended December 31, 2019, which was
filed with the Securities and Exchange Commission on May 29, 2020
(as amended on June 1, 2020), the Company’s audited financial
statements contained a going concern explanatory paragraph in the
audit opinion from its independent registered public accounting
firm. This announcement does not represent any change or amendment
to the Company’s financial statements or to its Annual Report on
Form 10-K for the fiscal year ended December 31, 2019.
About DPW Holdings, Inc.DPW
Holdings, Inc. is a diversified holding company pursuing growth by
acquiring undervalued businesses and disruptive technologies that
hold global potential. Through its wholly owned subsidiaries and
strategic investments, the Company provides mission-critical
products that support a diverse range of industries, including
defense/aerospace, industrial, telecommunications, medical and
textiles. In addition, the Company owns a select portfolio of
commercial hospitality properties and extends credit to select
entrepreneurial businesses through a licensed lending subsidiary.
DPW’s headquarters are located at 201 Shipyard Way, Suite E,
Newport Beach, CA 92663; www.DPWHoldings.com.
Additional Information and Where to Find
ItThe Company has filed a definitive proxy statement on
Schedule 14A and associated proxy card (the “Proxy
Statement”) with the U.S. Securities and Exchange
Commission (the “SEC”), which was filed on. The
Company, its directors, its executive officers and certain other
individuals set forth in the definitive proxy statement will be
deemed participants in the solicitation of proxies from
stockholders in respect of the Annual Meeting. Information
regarding the names of the Company’s directors and executive
officers and certain other individuals and their respective
interests in the Company by security holdings or otherwise is set
forth in the Proxy Statement. BEFORE MAKING ANY VOTING DECISION,
STOCKHOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT
DOCUMENTS FILED WITH OR FURNISHED TO THE SEC, INCLUDING THE PROXY
STATEMENT. The Proxy Statement and a form of proxy have been mailed
to stockholders of the Company. Investors and stockholders can
obtain a copy of the documents filed by the Company with the SEC,
including the Proxy Statement, free of charge by visiting the SEC’s
website, www.sec.gov.
Forward-Looking StatementsThis
press release contains “forward looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of
1934, as amended. These forward-looking statements generally
include statements that are predictive in nature and depend upon or
refer to future events or conditions, and include words such as
“believes,” “plans,” “anticipates,” “projects,” “estimates,”
“expects,” “intends,” “strategy,” “future,” “opportunity,” “may,”
“will,” “should,” “could,” “potential,” or similar expressions.
Statements that are not historical facts are forward-looking
statements. Forward-looking statements are based on current beliefs
and assumptions that are subject to risks and uncertainties.
Forward-looking statements speak only as of the date they are made,
and the Company undertakes no obligation to update any of them
publicly in light of new information or future events. Actual
results could differ materially from those contained in any
forward-looking statement as a result of various factors. More
information, including potential risk factors, that could affect
the Company’s business and financial results are included in the
Company’s filings with the SEC including, but not limited to, the
Company’s Forms 10-K, 10-Q and 8-K. All filings are available
at www.sec.gov and on the Company’s website at
www.DPWHoldings.com.
Contacts:
IR@DPWHoldings.com or 1-888-753-2235
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