CSP Inc. Special Meeting: Merger Vote Looms
Ticker: CSPI · Form: DEF 14A · Filed: May 28, 2024 · CIK: 356037
Sentiment: neutral
Topics: proxy-statement, merger, shareholder-meeting
TL;DR
CSP Inc. meeting June 26 to vote on AmTrust merger - your shares are on the line!
AI Summary
CSP Inc. is holding a Special Meeting of Stockholders on June 26, 2024, to vote on the election of directors and other business. The company is seeking shareholder approval for a proposed merger with an affiliate of AmTrust Financial Services, Inc. The definitive proxy statement was filed on May 28, 2024.
Why It Matters
This filing is crucial for shareholders as it details the proposed merger with AmTrust Financial Services, Inc., impacting the future ownership and strategic direction of CSP Inc.
Risk Assessment
Risk Level: medium — The filing concerns a merger, which introduces significant uncertainty and potential changes for shareholders.
Key Players & Entities
- CSP INC. (company) — Registrant
- AmTrust Financial Services, Inc. (company) — Proposed acquirer's affiliate
- June 26, 2024 (date) — Special Meeting date
- May 28, 2024 (date) — Filing date of definitive proxy statement
FAQ
What is the primary purpose of the Special Meeting of Stockholders for CSP Inc.?
The primary purpose is to vote on the election of directors and other business, including a proposed merger with an affiliate of AmTrust Financial Services, Inc.
When is the Special Meeting of Stockholders scheduled to take place?
The Special Meeting of Stockholders is scheduled for June 26, 2024.
Who is involved in the proposed merger with CSP Inc.?
The proposed merger is with an affiliate of AmTrust Financial Services, Inc.
What type of filing is this document?
This document is a Definitive Proxy Statement (DEF 14A) filed pursuant to Section 14(a) of the Securities Exchange Act of 1934.
On what date was the definitive proxy statement filed?
The definitive proxy statement was filed on May 28, 2024.
Filing Stats: 4,987 words · 20 min read · ~17 pages · Grade level 11 · Accepted 2024-05-28 12:49:59
Key Financial Figures
- $0.01 — 3,500 shares of common stock, par value $0.01 per share (the " common stock "). All 9
Filing Documents
- tmb-20240626xdef14a.htm (DEF 14A) — 221KB
- 0000356037-24-000041.txt ( ) — 222KB
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT Our only issued and outstanding class of voting securities is our common stock. Holders of common stock are entitled to one vote per share of such stock held by them of record at the close of business on May 21, 2024, upon each matter which may come before the Special Meeting. At the close of business on May 21, 2024, the record date for the Special Meeting, there were 9,753,900 shares of common stock issued and outstanding. Stock Owned by Directors, Executive Officers and Greater-Than-5% Stockholders The following table sets forth certain information as of May 21, 2024, the record date for our Special Meeting, regarding each person known by us to own beneficially more than 5% of our common stock, each director and nominee for director of the Company, each executive officer named in the Summary Compensation Table, and all directors and executive officers of the Company as a group. Name Shares Beneficially Owned (1 and 3) Percent of Class (2) Joseph R. Nerges 1,344,771 (4) 13.8 % 1726 Bundy Street Scranton, PA 18508 Visionary Wealth Advisors 586,806 (5) 6.0 % 1405 North Green Mount Rd Suite 500 O'Fallon, IL 62208 Dimensional Fund Advisors LP 534,418 (6) 5.5 % 6300 Bee Cave Road, Building One Austin, TX 78746 Victor Dellovo* 796,610 8.2 % C. Shelton James* 111,606 (7) 1.1 % Gary W. Levine 198,196 2.0 % Gary Southwell 100,102 1.0%** Mike Newbanks 100,614 1.0%** Charles Blackmon* 108,500 1.1%** Marilyn Smith* 108,500 1.1%** Izzy Azeri* 95,990 1.0%** All directors and executive officers as a group (8 persons) 1,620,118 16.6% * Director ** Owns less than one percent (1) Except as otherwise noted, all persons and entities have sole voting and investment power over their shares. All amounts shown in this column include shares obtainable upon exercise of stock options exercisable within 60 days of May 21, 2024 the record date of