![]() ![]() ![]() That includes CarLotz’s used car lots and Shift’s online sales capabilities.ĬarLotz had 22 locations when the deal was announced in August. Upon closing the merger, the companies have said they hope the marriage will combine the strengths of the two sides. The deal has already been approved by the boards of both companies.Ī former CarLotz location in San Antonio, Texas. “We are very excited about the prospects of the newly combined company and encourage you to support the transaction and related proposals,” Clementz said. Shift CEO Jeff Clementz has also been making the rounds encouraging shareholders to vote in favor of the deal, including leaving voicemails for stockholders, according to a transcript disclosed in an SEC filing. Shift will also broadcast its meeting virtually beginning at noon. CarLotz will host its shareholder meeting virtually at 11 a.m. The companies added that the amendments to the documents will not affect the timing of the shareholder votes this week. “However, in order to moot the purported stockholders’ unmeritorious disclosure claims, alleviate the costs, risks, and uncertainties inherent in litigation, and without admitting any liability or wrongdoing…” the companies added additional information to the merger documents. “The Defendants believe that the disclosures set forth in the Joint Proxy Statement/Prospectus comply fully with all applicable law, that the allegations contained in the (lawsuits) and Demand Letters are without merit and that no additional disclosures are required under applicable law, and deny any alleged violations of law or any legal or equitable duty,” the companies said in the filings. The companies said they’ve also received at least seven letters from shareholders making similar complaints.Īnd while Shift and CarLotz said in SEC filings last week that the complaints are meritless and are not expected to hold up the shareholder votes, they said they decided to amend their merger disclosures after all. They allege violations of the Securities Exchange Act of 1934 and seek to either block the transaction from closing, rescind the deal should it close before the cases are resolved, and force the CarLotz board to issue more complete and accurate documents related to the deal. ![]()
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