MIND Technology Adjourns Virtual Special Meeting of Preferred Stockholders
MIND Technology convened a virtual special meeting of its preferred stockholders on June 13, 2024. The meeting was adjourned to June 27, 2024, allowing management more time to solicit proxies for a proposal to amend the Certificate of Designations of its 9% Series A Cumulative Preferred Stock.
If approved, the amendment will allow each share of preferred stock to be converted into 3.9 shares of common stock at the Board's discretion before July 31, 2024. The record date to determine eligible voters remains April 27, 2024. MIND encourages preferred stockholders who have not yet voted to do so promptly.
Rob Capps, President and CEO, expressed satisfaction with the current response but emphasized the need for more time due to diverse holdings and the requirement of a two-thirds majority for approval.
- Proposal allows conversion of preferred stock into 3.9 shares of common stock, potentially increasing liquidity.
- Management's proactive approach in seeking additional proxies indicates strong governance.
- CEO's positive feedback on response indicates shareholding engagement.
- Adjournment indicates potential difficulty in obtaining necessary votes.
- Extended time for proxy solicitation suggests possible shareholder reluctance.
- Uncertainty regarding approval could lead to stock price volatility.
The record date for determining preferred stockholders eligible to vote at the virtual special meeting remains April 27, 2024.
MIND strongly encourages any eligible preferred stockholder that has not yet voted their shares or provided voting instructions to their broker or other record holder, to do so promptly. No action is required by any preferred stockholder who has previously delivered a proxy and who does not wish to revoke or change that proxy.
Rob Capps, President and CEO of MIND, stated, "We are pleased with the response we have received to date on the Preferred Stock Proposal. However, given the diverse holdings of the preferred stock and the requirement to obtain the affirmative vote of two-thirds of the outstanding shares, we think it appropriate to adjourn the virtual special meeting and provide additional time to solicit proxies."
About MIND Technology
MIND Technology, Inc. provides technology to the oceanographic, hydrographic, defense, seismic and security industries. Headquartered in
Forward-looking Statements
Certain statements and information in this press release may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including statements regarding our future results of operations and financial position, our business strategy and plans, our objectives for future operations, future orders and anticipated delivery of existing orders, and future payments of dividends are forward-looking statements. The words "believe," "expect," "anticipate," "plan," "intend," "should," "would," "could" or other similar expressions are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. All comments concerning our expectations for future revenues and operating results are based on our forecasts of our existing operations and do not include the potential impact of any future acquisitions or dispositions. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and our present expectations or projections. These risks and uncertainties include, without limitation, reductions in our customers' capital budgets, our own capital budget, limitations on the availability of capital or higher costs of capital, volatility in commodity prices for oil and natural gas.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, unless required by law, whether as a result of new information, future events or otherwise. All forward-looking statements included in this press release are expressly qualified in their entirety by the cautionary statements contained or referred to herein.
Important Additional Information and Where To Find It
MIND has filed with the Securities and Exchange Commission ("SEC") a definitive revised proxy statement on Schedule 14A on May 8, 2024, with respect to its solicitation of proxies for the Virtual Special Meeting of Preferred Stockholders (including any and all adjournments, postponements, continuations, and reschedulings thereof, the "Special Meeting"). PREFERRED STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY OTHER AMENDMENTS OR SUPPLEMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT MIND'S SOLICITATION. Investors and security holders may obtain copies of these documents and other documents filed with the SEC by MIND free of charge through the website maintained by the SEC at www.sec.gov. The Notice of Virtual Special Meeting of Preferred Stockholders and our Proxy Statement for the Special Meeting and Annual Report on Form 10-K for the fiscal year ended January 31, 2024 are available at
www.viewproxy.com/MINDTechnology/2024
Contacts: | Rob Capps, President & CEO |
MIND Technology, Inc. | |
281-353-4475 | |
Ken Dennard / Zach Vaughan | |
Dennard Lascar Investor Relations | |
713-529-6600 | |
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SOURCE MIND Technology, Inc.
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