Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
July 08 2024 - 4:30PM
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:
☐ |
Preliminary
Proxy Statement |
☐ |
CONFIDENTIAL,
FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) |
☐ |
Definitive
Proxy Statement |
☒ |
Definitive
Additional Materials |
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Soliciting
Material under § 240.14a-12 |
CareCloud,
Inc. |
(Name
of Registrant as Specified In Its Charter) |
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(Name
of Person(s) Filing Proxy Statement, if other than the Registrant) |
Payment
of Filing Fee (Check all boxes that apply):
☐ |
Fee
paid previously with preliminary materials. |
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☐ |
Fee
computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
CareCloud,
Inc.
7
Clyde Road
Somerset,
NJ 08873
Important
Notice Regarding the Availability of Proxy Materials for the Series A Preferred Shareholders Meeting to Be Held
on August 23, 2024
This
communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage
you to access and review all of the important information contained in the proxy materials before voting.
If
you would like to receive a paper or e-mail copy of these documents, you must request one. There is no charge for such documents to be
mailed to you. Please make your request for a copy as instructed below on or before August 9, 2024 to facilitate a timely delivery.
ACCESSING
YOUR PROXY MATERIALS ONLINE
The
following Proxy Materials are available to you to review at: http://www.viewproxy.com/CareCoud/2024SM
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the
Company’s Special Proxy Statement (including all attachments thereto), |
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2023
Annual Report on Form 10-K of the Company, |
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Q1
Form 10-Q, |
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the
Proxy Card, and |
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Explanatory
materials of CareCloud, Inc. |
ONLINE
VOTING
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To
vote your proxy electronically, please go to www.AALvote.com/CCLD |
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You
must reference your |
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12-digit
control number listed below. |
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REQUESTING
A PAPER COPY OF THE PROXY MATERIALS |
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Have
this notice available when you request a paper copy of the proxy materials: |
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By
telephone please call (toll free) 1-877-777-2857, |
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or |
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By
email at: requests@viewproxy.com |
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Please
include the company name and your account number in the subject line. |
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NOTICE
OF SPECIAL MEETING OF SERIES A PREFERRED SHAREHOLDERS
TO
BE HELD ON AUGUST 23, 2024
TIME
11:00
a.m., Eastern Time, on
Friday,
August 23, 2024
PURPOSE
This
proxy statement is furnished in connection with the solicitation by the Board of Directors (the “Board”) of CareCloud, Inc.,
a Delaware corporation (the “Company”), of proxies from the holders of record of our 11% Series A Cumulative Redeemable Perpetual
Preferred Stock, $.001 par value per share (the “Series A Preferred Stock”), at the close of business on July 5, 2024, for
use in voting at the Special Meeting of Series A Preferred Shareholders (the “Special Meeting”) to be held on Friday, August
23, 2024 at 11:00 a.m., Eastern Time.
Properly
executed proxies will be voted as directed. If no direction is indicated therein, proxies received in response to this solicitation will
be voted FOR:
(1)
approval of an amendment to the Company’s Certificate of Designations, Preferences and Rights of 11% Series A Cumulative Redeemable
Perpetual Preferred Stock (the “Preferred Stock Certificate”), in the form set forth in Appendix A (the “Amendment”),
which will be effective when and if the Board files the Amendment with the Secretary of State of the State of Delaware (the “Preferred
Stock Proposal”); and
(2)
approval of one or more adjournments of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are
insufficient votes at the time of the Special Meeting to approve the Preferred Stock Proposal (the “Adjournment Proposal”).
DOCUMENTS
This
Notice is only an overview of the Proxy Statement and proxy card included in this mailing which is also available at https://viewproxy.com/CareCloud/2024SM.
The Notice of Internet Availability will be mailed to shareholders on or about July 10, 2024.
PLACE
The
Company’s principal executive offices are located at 7 Clyde Road, Somerset, NJ 08873.
RECORD
DATE
Owners
of shares of the Company’s Series A Preferred Stock, as of the close of business on July 5, 2024, will receive notice of, and be
entitled to vote at, the Special Meeting and any adjournments.
VOTING
Even
if you plan to attend the Special Meeting, please mark, sign, date, and return the enclosed proxy card in the enclosed postage-paid envelope.
You may revoke your proxy by filing with the Assistant Corporate Secretary of the Company a written revocation or by submitting a duly
executed proxy bearing a later date. If you are present at the Special Meeting, you may revoke your proxy and vote in person on each
matter brought before the Special Meeting. You may also vote over the Internet using the Internet address on the proxy card. To be considered,
all votes must be received by midnight on August 21, 2024.
Norman
Roth
Interim
Chief Financial Officer and Assistant Corporate Secretary
Dated:
July 10, 2024
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