Additional Proxy Soliciting Materials (definitive) (defa14a)
January 19 2022 - 4:03PM
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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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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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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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”) reconvened its special meeting of stockholders, originally scheduled for December 20, 2021 (the “Special
Meeting”), on January 18, 2022. However, the Company adjourned the meeting for a second time 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
25, 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. Stockholders who have already voted need not submit another vote unless they wish to change their vote.
As of January 19, 2022, following the adjournment of the reconvened Special
Meeting, the Company has now received additional proxies representing enough votes to satisfy the quorum requirement for the Special Meeting,
and the Company intends to proceed as normal at the reconvened Special Meeting on January 25, 2022.
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
January
19, 2022
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